GYGY - UnLockable-Draft

BUILDER BUYER’s AGREEMENT
BETWEEN
GYGY INFRADESIGN PVT. LTD.
AND
___________________
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Signature of (A S) of Company Signature of Allottee
OFFICE SPACE BUILDER BUYER’S AGREEMENT
This Agreement together with Schedule is made and executed on ____ Day of _______
_________ at Noida (“Agreement"):
BY AND BETWEEN
GYGY INFRADESIGN PVT. LTD. a Company registered under the Companies Act 2013
Bearing CIN No – U70101DL2015PTC285230 and having its registered office at Plot no.452,
2nd Floor, Sector 19, Dwarka, New Delhi - 110078 represented by its duly authorized person
____________ (hereinafter 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 PARTY.
AND
First/Sole Applicant: - ________________________________________________
Address: ___________
Unit Details: ____________
Project Name: MENTIS
PAN: ____________
Mobile No: ____________
Email ID: ____________
[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.
C.I. No.: U70101DL2015PTC285230
RERA Registration No.: UPRERAPRJ251909
WHEREAS:
A. The New Okhla Industrial Development Authority (NOIDA) (hereinafter referred to as the
"Lessor") allotted 20,000 Square meter of land at Plot No – 2, Sector – 140, Noida
Expressway (hereinafter referred to as the "Said Land") to GYGY Infradesign Private
Limited a Company registered under Companies Act, 1956, having its registered office at
Plot no.452, 2nd Floor, Sector 19, Dwarka, New Delhi - 110078 A Lease Deed was executed
by the Lessor in favour of Lessee which is duly registered with assurances and recorded in
Ledger No. 11700, on pages 353 to 382 Vide Serial No – 532 Dated. 24/01/2023 with the
office of concerned Sub-Registrar, Noida (hereinafter referred to as the "Lease Deed")."
B. The Allottee has demanded from the Company and the Company has allowed the Allottee to
inspect tentative building plans, ownership records of the said land, various approvals
granted by requisite authorities in favor of the Company and all other documents relating to
the rights and title of the Company to construct, market and convey the interest agreed to
be transferred hereunder in MENTIS project (hereinafter referred to as the “Said Project”).
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The Allotee has agreed that it is fully satisfied in all respects, with regard to the right, title
and interest of the Company in the said land and there shall be no re-investigation\
objections by it this regard. Furthermore, the Allottee understands that by executing this
Agreement, it would be deemed that the Allottee has completed its due diligence to its
entire satisfaction, including, inter alia, in respect of the representations made by the
Company hereunder.
C. The Allottee, after fully satisfying itself with respect to the right, title and interest of the
Company in the said land, the approvals and sanctions for the Said Project in favor of the
Company as well as the designs, specifications and suitability of the proposed construction,
has applied to the Company vide Application dated ____________ (Application) for
allotment of an IT/ITES/ Office space/Facilities Shop having a super area of _____ sq. ft., or
thereabout approx. (hereinafter collectively referred to as the “Said Unit”). The Said Unit
shall be accordance with the specifications enumerated in Annexure-I hereto.
D. The Allottee has been made aware that the Company is still in the process of developing the
Said Project on the said land, and in pursuance thereof it is understood and agreed by the
Allottee that the location, layout, size or dimension of Said Unit including its specific area
are tentative and subject to change and may, at sole discretion of the Company, be modified
or revised or changed from time to time during the course of its completion and till grant of
the completion certificate.
E. It is specifically clarified by the Company and accepted by the Allottee that the present
layout plan of the Said Project and tentative floor plan of the Said Unit and its super area
which forms the basis for calculation of the sale consideration under this Agreement.
F. The Allottee is aware that the Said Unit derives its landmark status and exclusive appeal
from the unique value-added services\amenities being installed in the Said Project by the
Company supported by consistently excellent standard of maintenance thereof and as such,
the proper up-keep and maintenance thereof is an inseparable aspect of such status and
appeal. Towards this end, the Allottee is willing to execute the maintenance Agreement for
the Said Project, in the format prescribed by this Agreement and for the term committed by
it on behalf of the Allotee to the Company.
G. The Allottee acknowledge that the Company has readily provided complete information and
clarifications as required by the Allottee, however the Allottee has ultimately relied upon its
own independent investigations and judgement, and save and except as specifically
represented in this Agreement, the Allottees decision to purchase the Said Unit is not
influenced by any architects plans, sales plans, advertisement, representations, warranties,
statements or estimates of any nature whatsoever, whether written or oral, made by the
Company or their selling agents\brokers or otherwise including but not limited to any
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representations relating to the Said land, or the Said Unit or the interior spaces therein or
any other physical characteristics thereof, the services to be provided to the Allotee, the
estimated facilities\amenities to be made available to the Allottee.
H. The Allottee acknowledges that the Company has readily provided all the information,
clarification with regard to the terms of this Agreement as required by it to its complete
satisfaction and that the Allottee has read and understood the present Agreement. Except
to the extent contained herein, no other oral or written representation or statement made
by the Company or any third party claiming under it shall be considered to be a part of this
Agreement or binding on the Company.
I. The Allottee has confirmed to the Company that it is entering into this Agreement of all the
laws, by-laws, rules, regulations, notifications, as may be applicable to the Said Project as
well as the Said Unit and that it has clearly read and understood the rights and obligations of
the Company as well as all its rights, duties, responsibilities and obligations under each and
every one of the Clauses of this Agreement. Further, the Allottee has represented and
warranted to the Company that it has the legal and valid power and authority to enter and
perform this Agreement.
J. The Allottee hereby also assures, represents and warrants to the Company that it shall
comply with the terms hereof and all the applicable laws and statutory compliances with
respect to the Said Unit, the said land and to any proposed construction to be raised
thereon and relying on all the assurances, representations and warranties made herein by
the Allottee, the Company has agreed to enter this Agreement for sale of the Said Unit to
the Allottee. The Company, relying on the confirmations, representations and assurances of
the Allottee to faithfully abides by all the terms, conditions and a stipulation agreed herein
in letter and spirit, has accepted in good faith the application and is now willing to enter into
this Agreement on the terms and conditions hereinafter set forth in this Agreement.
NOW, THEREFORE, THIS AGREEMENT BY AND BETWEEN THE PARTIES WITNESSES AS

UNDER:
1. DEFINITIONS
In addition to the terms defined elsewhere in this Agreement, the following terms wherever
used in this Agreement, when capitalized, shall have the meaning assigned herein, unless
repugnant to or contrary to the context and meaning thereof. When not capitalized, such
words shall be attributed their ordinary meaning:
“ACT” shall mean the Real Estate (Regulation & Development) Act, 2016;
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“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/her along with application
form;
“ALLOTMENT LETTER” shall mean the letter issued by the Company giving details of Project,
unit and Terms and Conditions of allotment including any amendment and supplemental
letters issued by the Company in respect of allotment subsequently.
“AMENITIES” shall mean and include the facilities, compulsory paid facilities, optionally paid
facilities etc:
“APPLICABLE LAWS” shall mean all laws, brought into force and effect by the Government
of India (G0I) or the State Government including rules, regulations and notifications made
thereunder, and judgments, 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;
“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;
“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;
“AGREEMENT” shall mean this Builder Buyer Agreement including all preliminary recitals,
preamble, annexures, exhibits, schedules attached hereto and terms and conditions for the
allotment of the Said Unit and\or parking space(s) in the Said Project, executed by the
Company and the Allottee.
“APPLICATION” shall mean the application dated ____________for the provisional

allotment of the Said Unit and\or the parking spaces in the Said Project.
“BASIC SALE PRICE” shall have the same meaning as ascribed to it in Clause 3.4 of this
Agreement.
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“BUILDING PLANS” shall mean the building plans of the Said Project as submitted\as
approved by NOIDA /competent authority and shall include all subsequent revisions
thereof.
“COMMITMENT PERIOD” shall have mean the same meaning as ascribed to it in Clause 13.3
of this Agreement.
“COMMON AREAS” shall mean all such parts\areas in the Said Project as shall be specified
by the Company as such in the declaration and which the Allottee shall use on a shared,
nonexclusive basic with other occupants of the Said Project. Such common areas may
include corridors and passages, atrium, common toilets, AHU rooms, security\fire control
room(s), all electrical shafts, D.G. shafts, A.C. shafts, pressurization shafts, plumbing and fire
shafts on all floors and rooms, staircase, mumties, and water tanks. In addition, entire
service area in the basement including but not limited to electric substation, transformers,
D.G. set rooms, underground water and other storage tanks, AC plant room, pump rooms,
maintenance and services rooms, lift, lift room, fan rooms, drawings and circulation areas
etc.
“COMPLETION CERTIFICATE” shall mean the completion certificate for the Said Project as
issued by the NOIDA /competent authority, and shall include any Partial completion
certificate.
“DECLARATION” shall mean the declaration (including any amended declaration) filed or to
be filed under the Act, with the competent authority, with regard to the Said Unit\
Buildings\Said project.
“DELAY COMPENSATION” shall have the same meaning as ascribed to it in Clause 13.4 of
this Agreement
“DEVELOPMENT CHARGES” shall have the amount payable by the Allottee, on account of
the internal and external development works including but not limited to the following;
(i) External Electrification Charges (EEC);
(ii) Fire Fighting Charges (FFC);
(iii) Lease Rent Charges;
(iv) The cost of such other development works as may be undertaken by the Company, that are
not specifically covered elsewhere;
(v) Interest and\or carrying cost on the fund deployed by the Company for the abovementioned
charges at the rate 12% per annum.
“EARNEST MONEY” shall have the same meaning as ascribed to it in Clause 6 of this
Agreement.
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“FLOOR PLAN” shall mean the floor of the Said Unit;
“FORCE MAJEURE” shall mean any event beyond the reasonable control of the Company or
Company by itself or in combination with other events or circumstances which cannot (i) by
the exercise of reasonable diligence, or (ii) despite the adoption of reasonable precautions
and\ or alternative measure, have been prevented, or caused to have been prevented, and
which impairs or adversely affects the Company ability to perform its\ their obligation under
this Agreement, and which events and circumstances shall include but not be limited to acts
of God, i.e. fire, drought, flood, earthquake, epidemics, natural disasters or deaths or
disabilities; b) explosions or accidents, air crashes and shipwrecks; c) strikes or lock outs,
industrial dispute; d) non availability of cements, steel or other construction material due to
strikes of manufactures, suppliers, transporters or other intermediaries or otherwise; e) was
and hostilities of war, riots or civil commotion; f) non- grant, refusal, delay, withholding,
cancellation of any approval from any governmental authority or imposition of any adverse
condition or obligation in any approvals from governmental authority, including and delay
beyond the control of the Company, in issuance of the occupation certificate, completion
and\or any other approvals\ certificate as may be required; g) any matter, issues relating to
grant of approvals\permissions, notices, notifications by a competent authority becoming
subject matter to any suit\writ before a court of law; h) the promulgation of or amendment
in any law, rule or regulation or the issue of any injunction, court order or direction from any
governmental authority that prevents or restricts the Company\Company from complying
with any or all the terms and conditions as agreed in this Agreement; i) economic recession;
j) any event or circumstances analogous to the foregoing; k) lockdown, 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; l) any delay or failure of an overseas contractor to deliver rolling
stock or equipment in India if such delay or failure is caused outside India by any event
specified in Sub-Clause (i) above and which does not result in any offsetting compensation
being payable to the Allottee by or on behalf of such contractor.
“HOLDING CHARGES” shall have the same meaning as ascribed to it in Clause 14.2 of this
Agreement.
“IFMS” shall have the same meaning as ascribed to it in Clause 16.1 of this Agreement.
“LAYOUT PLAN” shall mean the internal layout of the various components of Said Project
within its peripheral boundaries;
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“MAINTENANCE AGREEMENT” shall mean the maintenance Agreement to be executed
between the Allottee and the Company.
“NOTICE OF POSSESSION” shall have the same meaning as ascribed to it in Clause 13.1 of
this Agreement.
“NOTICE OF TERMINATION” shall have the same meaning as ascribed to it in Clause 19.1.1
of this Agreement.
“PARKING SPACES” shall mean the covered car parking spaces allocated for exclusive use
along with the Said Unit.
“PAYMENT PLAN” shall mean the payment plan attached to this Agreement in Annexure-II.
“PLC” shall mean the preferential location charges referred to in Clause 3.3 and shall have
the same meaning as ascribed to it in Clause 10.7 of this Agreement
“RULES” shall mean the Real Estate (Regulation & Development) (Amendment) Rules, 2016
as amended from time to time;
“SALE CONSIDERATION” shall have the same meaning as ascribed to it in Clause 3.4 of this
Agreement.
“SUPER AREA” of the Said Units shall be the sum of the specific area of the Said Units and
the indivisible pro-rata share of the common areas in Said Project up to its periphery
(excluding the areas to be dealt with in accordance with laws or as specified herein as
retained in the ownership of the Company).
“SAID LAND” shall have the same meaning as ascribed to it in preliminary Recital A of this
Agreement.
“SUB-LEASE DEED” shall mean deed of Sub-Lease which shall convey the title of the Said
Unit in favor of the Allottee in accordance with this Agreement.
“SAID UNIT” shall have the same meaning as ascribed to it in the preliminary recital C of this
Agreement.
“UNIT” shall mean built up space of Said Unit in the Project.
2. INTERPRETATION
Unless the context otherwise requires in this Agreement:
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2.1 The use of words in the singular shall include the plural and use of words in the
masculine, feminine or neuter gender shall include the other two;
2.2 Reference to any law shall include such law as from time to time enacted, amended,
supplemented or re-enacted;
2.3 Reference to the words “Include” or “including” shall be constructed without limitation;
2.4 Any reference in this Agreement to the terms herein, hereto, hereunder, hereof or
thereof or similar terms used in this Agreement refer to this entire Agreement and not to
the particular provisions in which the term is used except where the context otherwise
requires. Unless otherwise stated, all reference herein to Clause, sections or other
provisions are references to Clauses, sections or other provisions of this Agreement.
2.5 Reference to this Agreement, or any other Agreement, deed or other instrument or
document shall be constructed as a reference to this Agreement, or such other
Agreement, deed or other instrument or document as the same may from time to time
be amended, varied, supplemented or novated;
2.6 The heading\captions in this Agreement are given for convenience and are indicative
only. They do not purport to define, limit or otherwise qualify the scope of this
Agreement or the intent of any provisions hereof. The true interpretation of any matter\
Clauses in this Agreement shall be derived by reading the various Clauses in this
Agreement as a whole and not in isolation or in parts or in terms of the captions
provided;
2.7 The preliminary recitals are an integral part of this Agreement and any provisions
contained in the preliminary recitals including any representations and warranties shall
be binding on the parties as if set forth in the main body of this Agreement.
2.8 The word person shall mean any individual, sole proprietorship, unincorporated
association, body corporate, corporation, joint venture, trust, any government authority
or any other entity organization,
2.9 In accordance with internationally accepted conversion rates, the measure of 1(one)
square feet wherever used shall be equal to 0.09290304 square meter.
3. CONSIDERATION AND CONDITIONS
3.1 In accordance with the terms and conditions as set out in this Agreement, the
Company hereby agrees to sell, transfer and convey, and the Allottee agrees to buy
the Said Unit having an approximate super area of _____ sq. ft., type Office Space
(Lockable/Unlockable) No. ______ on __ floor in tower no. “__” at a Basic Sale Price
of Rs. _______ /- (Rupees ____________only) per sq. ft. of super area i.e. total of Rs.
____________/- (Rupees____________only) hereinafter referred to as the Basic
Sale Price.
The Allottee has paid a sum of Rs. ____________) including GST as booking
amount being part payment towards the Total Price of the Unit at the time of
application the receipt of which the Promoter hereby acknowledges and the Allottee
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hereby agrees to pay the remaining price of the Unit as prescribed in the Payment
Plan (Annexure II) as may be demanded by the Promoter within the time and in the
manner specified therein:
Chq. / Draft / Ref. No. Cheq. / Draft / Date. Bank Amount
In addition to the basic sale price of the Said Unit, the Allottee has agreed and
accepted to pay the costs, charges, fee and deposits as set out in this Agreement
including the following:
3.2 Development Charges as applicable;
(The Development charges mentioned above are based on the estimated rates and
do not include certain components including infrastructure augmentation charges,
which shall be determined\finalized later and the same shall be payable by the
Allottee as and when demanded by the Company.)
3.3 PLC at the rate of Rs. ___ – (Rupees __________ Only) per sq. ft. of super area;
3.4. The basic sale price along with all the charges listed above shall constitute and be
hereinafter referred to as the Sale Consideration and shall be payable by the
Allottee on the super area of the Said Unit in the manner set out in the payment
plan selected and agreed by the Allottee and annexed herewith as Annexure-II.
Except to the extent agreed in Clause 3 and Clause 8 herein, in the sale
consideration shall not be subjected to escalation.
3.5 The stamp duty charges on the Sale Consideration and registration charges as
applicable for execution of the Sub-Lease deed in favor of the Allottee shall be paid
extra in accordance with the payment plan Annexure-II or as and when demanded
by the Company.
3.6 It is expressly made clear by the Company and agreed by the Allottee that the
payment of development charges shall always be solely to the account of the
Allottee and to be borne and paid by the Allottee in the proportion of the super area
of the Said Unit to the total super area of all the building in the entire Said project.
The Allottee understands that the Company has a right to demand and recover any
additional\ balance amount of the Development charges in finalization\reconciliation
of the estimated rates charged herein. The Allottee undertakes to pay the balance\
enhanced\revised charges for Development charges, in proportion of the super area
of the Said Unit to the total super area of all the Buildings in Said project as and
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when the same is finalized and demanded from the Allottee by the Company. If any
balance\enhanced\revised charges for EEC/FFC is levied with retrospective effect,
including interest thereon, as charged by competent authority whether before or
after the execution of the Sub-Lease Deed in respect of the Said Unit, the Allottee
agrees and undertakes to also pay such balance\enhanced\revised charges on
demand by the Company as the case may be in proportion of the Super Area of the
Said Unit to the total super area of all the building in the entire Said project.
3.7 The sale consideration including the basic sale price has been fixed after taking into
account the taxes and\or other statutory dues as are determinable up to the date of
the said License. The Allottee agrees and undertakes to pay any fresh incidence
thereof that may be applicable on account of any fresh tax, levy, fees, charges,
statutory dues or cess whatsoever including value added tax (VAT), G.S.T., service tax
etc., which shall also include any enhancement or increase thereof, even if it is
retrospective in effect, in the proportion of the super area of the Said Unit to the
total super area of all the Buildings in the entire Said Project. The Allottee
undertakes to pay such proportionate amount, if any, promptly on demand by the
Company.
3.8 It has been made clear by the Company and the Allottee understands and agrees
that although the Sale Consideration for the Said Unit is calculated on the basis of
the Super Area, what is agreed to be sold\transferred\conveyed hereunder is only
the specific area of the Said Unit and the inclusion of common areas in the super
area of the Said Unit does not give any exclusive ownership, right, title or interest
therein to the Allottee. However, subject to the due observance and compliance of
its obligations under this Agreement and the maintenance Agreement to be
executed in due course, including timely payments of the maintenance and other
charges thereunder, the Allottee shall have a common right along with the other
lawful occupants of Said project. The designated common areas and the facilities in
the Said project shall continue to vest in the Company and shall be dealt with by the
Company in accordance with law. The Allottee agrees and understands that except
as expressly provided herein, it shall have no ownership claim over or in respect of
lawns, if any, for the exclusive use of designated ground floor Said Units, all or any
open spaces, parking spaces, commercial areas, recreational facility, etc. which are
excluded from the Super Area and all such area shall remain the property of the
Company, who shall be free to deal with these in accordance with law. The Allottee
shall only have a joint and non-exclusive right of use of the common areas in
accordance with the terms and conditions stipulated in this Agreement, Sub-Lease
deed and\or the maintenance Agreement.
4. MODE OF PAYMENT
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All payments to be made by the Allottee under this Agreement, unless specified otherwise
in writing by the Company, shall be vide a demand draft/bankers/cheque/ordinary cheque
payable at par at Noida in favor of GYGY Infradesign Private Limited an interbank electronic
transfer to the Company’s RERA Escrow account no. 50200081174892, Bank HDFC, IFSC –
HDFC0001223, Branch – Sec – 12, Noida at HDFC Bank. All payments shall be subject to
their actual realization in the abovementioned account. The date of credit into the above
account shall be deemed to be the date of payment and exchange rates prevailing as on
such date shall be applicable for payments made in foreign currency.
5. APPORTIONMENT
The Allottee agrees that the Company shall adjust all the amounts received from the
Allottee first towards interest on overdue installments and only thereafter towards the
previous\ overdue installments or any other outstanding demand and finally the balance, if
any, would be adjusted toward the current installments or current dues towards which the
payment has been tendered.
6. EARNEST MONEY
The Company and the Allottee hereby agree that 10% percent of the basic sales price of the
Said Unit shall be deemed to constitute the EARNEST MONEY.
7 PAYMENT OF INSTALLMENTS
7.1 The allotee has opted for the payment plan annexed herewith as Annexure II. The
Allottee understands that it shall always remain responsible for making timely
payments in accordance with the payment plan Annexure-II. Only in the case of a
construction linked payment plan, the Company shall be obliged to send demand
notices for installments on or about the completion of the respective stages of
construction. The demand notices shall be sent by registered post\courier and shall
be deemed to have been received by the Allottee within 05 days of dispatch by the
Company or receipt thereof by the Allottee, whichever is earlier.
7.2 It shall not be obligatory on the part of the Company to send any reminders for any
payments whatsoever. Although the Company shall not be obliged to send demand
notices other than for the construction linked payment plan, or any reminders
whatsoever for payments of the installments, in the event that any such notices or
reminders are sent by the Company to the Allottee, as a gesture of courtesy, these
shall not, under any circumstances, be constructed or deemed to be a waiver of the
obligations and responsibility of the Allottee to itself make timely payments in
accordance with the payment plan or in response to such demand notices in the case
of a construction linked payment plan.
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7.3 The Allottee shall be liable to pay simple interest on every delayed payment, at the
rate of MCLR (Marginal Cost of Lending Rate) on home loans of State Bank of India
+1% per annum, unless provided otherwise under the Rules, from the date that it is
due for payment till the date of actual payment thereof. In case the Allottee defaults
in making payment of the due installments (including partial default) beyond a
period of 90 days from the due date, the Company shall be entitled to, though not
obliged to, cancel the allotment and terminate this Agreement at any time thereafter
in accordance herewith. However, the Company may alternatively, in its sole
discretion, instead decide to enforce the payment of all its dues from Allottee by
seeking specific performance of this Agreement. Further, in every such case of
delayed payment irrespective of the type of payment plan, the subsequent credit of
such delayed installments\payments along with delayed interest in the account of
the Company shall not however constitute waiver of the right of termination
reserved herein and shall always be without prejudice to the rights of the Company
to terminate this Agreement in the manner provided herein.
7.4 Save and except in the case of any bank, financial institution or Company with whom
a tripartite Agreement has been separately executed for financing the Said Unit the
Company shall not be responsible towards any other third party, who has made
payments or remittances to the Company on behalf of the Allottee and any such
third party shall not have any right against the Said Unit or under this Agreement
whatsoever. The Company shall issue the payment receipt only in favor of the
Allottee. Under all circumstances, the Allotee is and shall remain solely and
absolutely responsible for ensuring and making all the payments due under this
Agreement, on time.
7.5 The Allottee may obtain finance\ loan from any financial institutions, bank or any
other source, but the Allottees obligation to purchase the Said Unit pursuant to this
Agreement shall not be contingent on the Allottee ability or competency to obtain
such finance. The Allottee would remain bound under this Agreement whether or
not it has been able to obtain finance for the purchase of the Said Unit. The Allottee
agrees and has fully understood that the Company shall not be under any obligation
whatsoever to make any arrangement for the finance\loan facilities to the Allotee
from any bank\financial institution. The Allottee shall not omit, ignore, delay,
withhold, or fail to make timely payments due to the Company in accordance with
the payment plan opted by the Allottee in terms of this Agreement on the grounds
of the non-availability of bank loan or finance from any bank\ financial institutions
for any reason whatsoever and if the allotee fails to make the due payment to the
Company within the time agreed herein, then the Company shall have right to
terminate this Agreement in accordance herewith.
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7.6 Furthermore, in every case where the Allottee has obtained a loan\finance from a
bank, financial institution or any other source and for which a tripartite Agreement
has also been executed by the Company, it is agreed by the Allottee that any default
by the Allottee of the terms and conditions of such loan\finance, shall also be
deemed to constitute a default by the Allottee of this Agreement, whereupon or at
the written request of such bank, financial institutions or person from whom such
loan has been obtained the Company shall be entitled to terminate this Agreement.
8 STATUTORY TAXES OTHER DUES
8.1 The Allottee shall always be responsible and liable for the payment of all municipal
taxes, property tax, G.S.T., service tax, enhancement of Development charges, etc.,
wherever applicable and any other third party\statutory taxes including
enhancements thereof, even if they are retrospective in effect as may be levied on
the Company\Said project\said land, (in the proportion of the super area of the Said
Unit to the total super area of all the buildings) as determined by the Company. All
such amount shall be payable on demand to the Company as the case may be.
8.2 In addition to the above mentioned, the Allottee shall also be liable to pay its
prorated share of charges and\or other demands raised by the Government of Uttar
Pradesh, with a view to recover the cost of development for sector roads, state\
national highways, transport, irrigation facilities, power facilities, environment
conservation schemes, welfare or special project\scheme, etc., if any.
8.3 In case any of the above demands has been made by the concerned authority after
the execution of the Sub-Lease deed in favor of the Allottee, then in that event the
share of the Allottee in the proportion of the Super Area of the Said Unit to the total
Super Area of all the buildings in the entire Said Project as determined by the
Company shall be treated as unpaid sale consideration of the Said Unit and the
Company shall have first charge\ lien on the Said Unit to the extent of such unpaid
amount, till such amount is paid to the Company.
9 FOREIGN EXCHANGE MANAGEMENT ACT
In the event that the Allottee is a non-resident Indian(NRI), person of Indian origin (PIO),
foreign national of Indian Origin(FNIO), overseas citizen of India(OCI) or is otherwise bound
to comply with the provisions of the foreign exchange management Act, 1999 (or any
substitute or derivates thereof) or with any of the rules and regulations of the Reserve bank
of India or compliances under any other applicable law, governing the actions of such
Allottee including those for the remittance of payments into and out of India or for
acquisition, sale, transfer of immovable property, then the Allottee shall provide the
Company with such permissions, approvals, consents, no objection certificates, etc., as
would enable the Company to lawfully carry out its obligations under this Agreement. The
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Allottee shall have the sole responsibilities to duly fulfill at all times, all or any of the said
compliances and to furnish suitable certifications\consents\permission thereof to the
Company and the Company accepts no responsibility in this regard. The Allottee agrees that
in the event of any failure on its part to comply with the applicable guidelines issued by the
reserve bank of INDIA or under applicable law, then the Allottee shall alone be liable for any
consequences thereunder. The Allottee agrees hereby to keep the Company fully
indemnified, saved and harmless in this regard.
10 VARIATION IN PLANS AND SIZE
10.1 The Company is in the process of constructing and completing Said project in
accordance with the Layout plan and building plans submitted to the NOIDA
concerned authorities for approval. The Allottee has clearly understood that there
could be changes, alternations, modifications in the said layout plan\building plans
and\or drawings, layout, elevations, specifications, height, dimensions, finishing,
etc., that are necessitated during the construction of the Said Unit or as may be
required by any statutory authority(ies) or otherwise and the Allotee undertakes to
raise no objection thereto.
10.2 The final specific area of the Said Unit shall be determined only after completion of
construction of Said project. After accounting for changes, in the specific area of the
Said Unit, if any, on the date of possession, the final and confirmed super area, if
any, shall be incorporated in the Sub-Lease deed and the final floor plan thereof shall
be annexed to the Sub-Lease deed.
10.3 The Allottee understands and agrees that the layout plan and floor plan or Said
project could be revised during the ongoing course of completion\construction.
Every attempt shall be made by the Company to adhere to the size, location and
layout of the Said Unit as specified in this Agreement. However, in the event that
there is any change in the Said Units layout or variation in its size to extent of+-10%
at the time of final measurement (as contemplated hereinafter), the applicable sale
consideration, shall either be payable or refundable, as the case may be,
proportionately at the rate agreed herein, without any interest thereon. No other
claim, whatsoever, monetary or otherwise shall lie against the Company nor shall be
raised or in any manner whatsoever by the Allottee. PLC, if applicable, shall also be
payable or refundable as the case may be.
10.4 In the event there is any change in the location of the Said Unit or there is change in
PLC applicable to the Said Unit and such Said Unit is not acceptable to the Allotee, an
alternate unit with similar PLC shall be offered to the Allotee subject to availability.
In the event that such unit with changed PLC is acceptable to the Allottee, the
applicable PLC shall be payable or refundable as the case may be. In the event that
Allotee does not accept such substitute unit and if there is no other unit of similar
PLC, then the Allotee shall be refunded its paid-up sale consideration (excluding any
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interest paid\payable by the Allottee on any delayed payment) along with simple
interest thereon at the rate of 8% per annum within 3 months of its intimation to the
Company nor shall be raised otherwise or in any manner whatsoever by the Allottee.
It is clarified that the term Change in PLC shall include the case where a unit not
having any PLC subsequently acquires PLC and vice-versa.
10.5 The Allottee understands and agrees that the Company shall be entitled to charge
PLC for the Said Units according to the prevalent policy of the Company. It is further
agreed by the Allottee that whichsoever units are designated by the Company as
being preferentially located, shall all be treated as preferentially located Said Units
for the purpose of payment of PLC.
10.6 The Company may, in its sole discretion, in the interest of better planning and timely
completion of the Said Unit, change the location of the Said Unit to a unit of similar
size at another floor, tower or location within Said project, to which the Allottee
hereby consents.
10.7 The Company reserves its right to effect suitable changes and alterations in the layout,
elevations, specifications, the height, width, finishing, etc., of Said project\Said Unit
at any time and in any manner it thinks fit and proper. Furthermore, the Company
may, in its sole discretion, in the interest of better planning and timely completion of
the Said Unit, change the location of the Said Unit to a unit of similar size at another
floor, tower or location within the Said Project, to which the Allotee hereby
consents.
10.8 The Company shall have the absolute right to modify the building plans and make
additional construction by way an increase in the number of floors or otherwise,
whether on account of increase in floor to area Ratio (FAR) or better utilization of the
said land or pursuant to the grant of additional license or for any other reason
anywhere in the Said project, to the extent permissible by the concerned authorities
or government. In such case the Allottee agrees not to raise any objection
whatsoever and the Company shall have the absolute and unfettered right to
transfer such additional construction in any manner whatsoever as the Company
may in its absolute discretion think fit.
11 USE OF NON-EXCLUSIVE TERRACES

Except for terraces specifically and exclusively reserved herein for use with the Said Unit,
the Company alone shall have the absolute title and the sole right to use to the terraces of
the various structures\towers\buildings comprising Said project and the area of such
terraces has not been included in the super area of the Said Unit. The Company alone shall
have the right to give on lease or hire any part thereof for any purpose including installation
and operation of antenna, satellite dishes, Communication towers, other communication
16
equipment or to use\hire\lease the same for the purpose of advertisement spaces or
otherwise and the allotee shall not have any right to object to or prevent the same.
12 CAR PARKING
12.1 The covered car parking spaces conceived in the Building Plans have been
apportioned among the various owners of the Said Units, as well as reserved with
the Company. In accordance with such apportionment, covered parking spaces have
been allocated for exclusive use by the owners of the Said Units (hereinafter referred
to as “Parking Space”). The aforementioned Parking Spaces shall form an indivisible
and inseparable constituent of the units, and they shall not have any independent
transferable entity by themselves. Parking Spaces do not form part of the super area
of the Said Unit. The Allottee shall have no right, claim or interest whatsoever in any
Parking Spaces, other than the said Parking Spaces.
12.2 It is reiterated and the Allottee confirms that the Parking Spaces shall always be an
integral part of the Said Unit and these Parking Space allotted to the Said Unit shall
have no separate legal entity or in any manner be independent of the Said Unit. As
such, the Allottee understands and agrees that the said Parking Spaces cannot be,
and may not be transferred independent of the unit and undertakes not to do so.
12.3 The car Parking Spaces shall be made at the time of possession and Allottee has
agreed that it shall not be entitled to modify or make any changes or cordon off or
otherwise erect any temporary structure in the car Parking Spaces allotted to the
Allottee at any point of time.
12.4 The Allottee undertakes to park its vehicle only in its allotted Parking Spaces forming
a part of the Said Unit, and not anywhere else in the Said Project. The Allottee
understands and agrees that all such reserved car Parking Spaces are allotted to the
occupants of the Said Project along with the unallotted car Parking Spaces remaining
in the ownership of the Company are not a part of the common area of the Said
Project and shall not form part of the common area. The Allottee agrees and
confirms that in the event of cancellation, surrender, relinquishment, resumption,
re-possession, etc., of the said unit under any of the provisions of this Agreement,
the said Parking Spaces shall automatically follow the fate of the Said Unit, and no
separate communication in this regard shall be necessary. All the Clauses of this
Agreement pertaining to the use, possession, cancellation, resumption, etc., of the
Said Unit shall apply automatically by default to the Parking Spaces also, and the Said
Unit, along with its parking spaces shall be deemed to form a single unit under this
Agreement for all intents and purposes.
12.5 The Company hereby reiterates and clarifies that they the Allottee shall have no
right, title and interest in the Parking Spaces of the Said Project other than those
allotted to it. The Company, at its sole discretion, shall have the absolute right to use
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or to transfer or assign it’s interest in the unreserved car Parking Spaces/ area to any
bona-fide occupant/owner in the said Project.
13 POSSESSION AND HOLDING CHARGES

13.1 Upon receipt of the completion certificate, pertaining to the Said Unit, the Company
shall notify the Allotte in writing to come and take over of the possession of the Said
Unit (“Notice of Possession”). In the event, Allottee fails to accept and take the
possession of the Said Unit within the time indicated in the said notice of position,
the Allottee shall be deemed to have become the custodian of the Said Unit from the
date indicated in the notice of position and said unit shall thenceforth remain at the
sole risk and cost of the Allottee itself.
13.2 Notwithstanding any other provision of this Agreement, the Allottee agrees that if it
fails, ignores or neglects to take the possession of the Said Unit, in accordance with
the Notice of Possession, sent by the Company, the Allottee shall be liable to pay
additional charges equivalent to Rs.50/- (Rupees Fifty Only) per square feet on the
Super Area per month of the Said Unit (hereinafter referred to as the “Holding
Charges”). The Holding Charges shall be a distinct charge in addition to the
maintenance charge and not related to any other charges/consideration as provided
in this Agreement.
13.3 Subject to force majeure, as defined herein and further subject to the Allottee having
complied with all its obligations under the terms and conditions of this Agreement
and not having defaulted under any provisions of this Agreement including but not
limited to the timely payment of all dues and charges including the total Sale
Consideration, registration charges, stamp duty and other charges and also subject
to the Allottee having complied with all formalities or documentation as prescribed
by the Company, the Company proposes to offer the possession of the Said Unit to
the Allottee within a period of 36 months from the date of approval of the RERA
(Real Estate Regulation & Development Act, 2016) registration (Dated 24.05.2023)
and/or fulfillment of the preconditions imposed thereunder (“Commitment
Period”).
13.4 If, however, the completion of the Said Unit is delayed, due to force majeure, as
defined herein, the Commitment Period shall stand extended automatically to the
extent of the delay caused under the force majeure circumstances. That Allottee
shall not be entitled to any compensation whatsoever, including Delay
Compensation for the period of such delay.
13.5 Under no circumstances shall the possession of the Said Unit be given to the Allottee
and the Allottee shall not be entitled to the possession of the Said Unit, unless and
unless the full payment of the Sale Consideration, and any other dues payable by
under the Agreement have been remitted to the Company and all other obligations
18
imposed under this Agreement have been fulfilled by the Allottee to the complete
satisfaction of the Company.
14 SUB LEASE DEED AND STAMP DUTY

14.1 Subject to the Allottee fulfilling all its responsibilities stipulated hearing and
executing any other documents as required to be executed pursuant to this
Agreement and making all payments under this Agreement including but not limited
to:
(i) All payments as set forth in Annexure -II to this Agreement including the sale
consideration of the Said Unit;
(ii) Interest on delayed instalments;
(iii) Registration charges;
(iv) Stamp duty;
(v) Any other incidental charges or dues, required to be paid for due execution
and registration of the Sub-Lease deed;
(vi) Holding charges and/or any other charges, dues payable by the Allottee to
the Company till the date of execution of the Sub-Lease deed;
(vii) All other dues and charges, as set forth in this agreement or as may become
due to the company from time to time with respect to the said Unit;
The Company shall prepare and execute a Sub-Lease deed to convey the title of
the Said Unit in favor of the Allottee.
14.2 The Company shall notify the dates for execution and registration of the Sub-Lease
deed to the Allottee. The Allottee agrees and undertakes to make itself available and
present before the Sub-Registrar of assurances for this purpose on the dates
communicated to it for this purpose by the Company.
In the event that the execution of the Sub-Lease deed is delayed for any reason
whatsoever beyond the reasonable control of the Company, the Allottee shall alone
be liable to pay any increase in stamp duty, registration charges, and other like
charges, before the execution of the Sub-Lease deed.
14.3 The obligations undertaken by the Allottee and the stipulations herein, to be
performed or observed on a continuing basis even beyond the Sub-Lease of the Said
Unit or which form a condition of ownership of the Said Unit, including those
pertaining to the recurring obligation covered under the maintenance Agreement
shall survive the Sub-Lease of the Said Unit in favor of the Allottee and all such
obligations and covenants of the Allottee, including without limitation, the obligation
contained in Clauses of this Agreement shall attach with the Said Unit within the
meaning of Section 31 of the Transfer of Property Act 1882, and remain enforceable
19
at all times against the Allottee, it’s transferees, assigns or successors in interest,
including its tenants, licensees, occupiers for the time being.
14.4 The stamp duty, registration charges, and any other incidentals charges or dues,
required to be paid for the registration of the Sub-Lease deed, or any other
documents pursuant to this Agreement, as well as the administrative or facilitation
charges therefor as per the policy of the Company for facilitation of registration
thereof shall be borne by the Allottee.
14.5 That in case the Allottee has taken any loan from any bank or financial institution for
the Said Unit, the original transfer documents including the Sub-Lease deed shall be
directly handed over to the lending institution if so required by them.
15 NOMINATION, ASSIGNMENT AND TRANSFER OF RIGHTS IN THIS AGREEMENT

15.1 The Allottee understands and agrees that until the Sub-Lease deed is executed, it
shall not have any right to transfer or assign this Agreement in favor of any other
person.
15.2 Notwithstanding the above restriction, the Company may at its sole discretion
permits such assignment or transfer of this Agreement in favor of a nominee of the
Allottee or any other person suggested by the Allottee, at a specific charge, as per
the payment plan and subject, always to payment of the administrative and/ or
transfer charges in accordance with the Company’s policy from time to time as well
as the execution of appropriate collateral documentation by the Allottee and the
proposed nominee(s) or assignee(s) or transferee(s) ,to the complete satisfaction of
the Company, and in the format finalized by the Company, only after taking and
completing prior requisites/permissions from the Company which the Company may
specify from time to time. In the event, the Allottee has obtained finance or loan
against the Said Unit from any financial institution or bank, then a no objection
certificate or letter by such financial institution or bank shall also be submitted to the
Company in a format approved by the Company, permitting or consenting to the
requested assignment or transfer, by the Allottee. It is however made clear that the
Allottee does not have any enforceable right to demand assignment or transfer of its
rights under this Agreement, the sole discretion for which rests with the Company
and the Allottee agrees and consents that the Company is entitled to reject the
requested assignment or transfer of this Agreement without assigning any reason,
even though it may have done so in any other person’s case previously or may do so
subsequently.
15.3 In the event that any such request for assignment or transfer of rights, under this
Agreement is permitted by the Company, it shall always be subject to the applicable
laws, rules, regulations and the directions of the government. The Allottee here by
indemnifies and undertakes to keep the Company saved, indemnified, and harmless
20
at all times from any legal, monetary, (including liability from any tax, penalty or
duties, etc) or any other adverse consequence, whatsoever on account of such
permission been accorded by the Company to the request of the Allottee.
15.4 It is made clear to the Allottee that under prior requisites and permissions from the
Company only, which the Company may specify from time to time, for assignment or
transfer of its rights under this Agreement be granted to the Allottee, on any request
made, either subsequent to the notice of possession for the Said Unit or after receipt
of the complete sale consideration from the Allottee against the Said Unit or on an
agreement with the nominee(s) or assignee(s) or transferee(s) to complete the rest
amount of sale consideration for the Said Unit, only on complete satisfaction of the
Company.
15.5 In the event of the assignment or transfer of the Allottees right under this
Agreement in favor of any third party as it’s not mini, such a nominee shall intern be
bound by all the terms and conditions stipulated hearing and the letter of a log and
what any other document executive in this respect by the Allottee as it does seem
hard and executor by such nominee itself. Any teams all disputes between the MOT
and it’s not many including doors as a result of subsequent increase or decrease in
the super area of the city unit all its location will be settled between them and the
Company will not be a party to the same. The Allottee further agrees that it shall be
solely responsible and liable for all legal, monetary or any other consequences that
may arise from such assignment or transfer of the Agreement. In the event, there are
any executive instructions, government orders, or any statutory notifications, which

restricts the transfer or assignment of the set Agreement, the Company, as well, as
the Allottee shall be bound to comply with such statutory notification, executive
regulation, or governmental order as the case may be.
16 MAINTENANCE
16.1 The Allottee understands that the Said Project showcases the special and unique
brand status sought to be protected by the Company. The Allottee has been made
aware of that the maintenance of the Said Project and its infrastructure is critical to
showcase and maintain the landmark status and exclusive appeal unique to the said
Project. The Allottee further understands and agrees that the maintenance services
are being conceived, planned and installed by the Company, keeping in mind the
collective requirement for all the occupants of the Said Project. Towards this end,
the Allottee agrees, and hereby undertakes to sign the Maintenance Agreement with
the Company, (“Maintenance Agreement”). The terms and conditions of the draft
Maintenance Agreement are merely indicative, and the Company reserves inside to
make suitable amendments therein, as may be deemed necessary by it in its sole
discretion and the Allottee accepts the same and hereby gives its consent thereto.
21
Further, the Allottee also agrees and undertakes to pay the IFMS (Interest Free
Maintenance Services), the initial purpose of which shall be contributed by the
Allottee, to be paid in accordance with the payment plan.
16.2 The Company may create sinking fund to be used in due course for the repairs and
replacement of the Capitol equipment installed in the sale project by collecting
contributions from all allottees on proportional bases, as may be that remind by the
Company.
16.3 The Company has made a conscious choice to provide many customized and high
end added services for the collective benefit of the occupants of the Said Project,
and these shall be installed and maintained at the shared the cost of all the
occupants of the said the project, which cost shall be included in the periodic bills for
the maintenance charges to be raised on the Allottees based on its share of the pro-
rated Super Area. The Allottee understands and hereby specifically agrees to
contribute its proportionate share a therein, as determined by the Company and as
and when demanded by the Company in accordance with the Maintenance
Agreement. The Allottee shall also remit in advance one year maintenance charges at
the time of possession.
16.4 Some of the services proposed to be provided by the Company for the Said Project
may include, without limitation, gated video and patrol security, cyber and
communication infrastructure and access points, 24 hour around-the-clock power
back up, horticulture, as well as civic services, like cleanliness and maintenance of
the infrastructure, road and garbage collection. It is however clarified that those
specific services, as may fall in the domain of the municipal services, or other local
authority, if any, shall be maintained by the Company, only until the same is taken
over by the municipal or other authorities.
16.5 The Company alone shall have the sole authority to decide upon the necessity and
timing of replacement, upgradation, additions, etc., of the capital equipment and
infrastructure, or the cost thereof, and the Allottee agrees to abide by the same. The
Company shall be under no obligation to carry out whether repairs or replacement of
equipment/installations if funds are not available in the IFMS, or these are not
contributed by the Allottee whenever called for.
16.6 The Allottee also understands that it will be liable to pay its proportionate share of
the recurring maintenance charges, prorated in accordance with the Super Area, as
determined by the Company from time to time depending upon its cost of
operations and the actual expenses incurred by the Company for maintenance of the
Said Project along with a 20% markup thereon on account of services fee. It shall be
mandatory for the Allottee to enter into the Maintenance Agreement and the signing
of which shall be a condition precedent for executing the Sub-Lease deed of the Said
Unit in favor of the Allottee. Refusal to execute the Maintenance Agreement by the
22
Allottee shall constitute a breach of this Agreement and shall entitle the company to
terminate this Agreement in accordance herewith. The Allottee understands and
agrees that the maintenance charges shall commence from the date of possession
offered by the Company in the Notice of Possession or actual position by the
Allottee, whichever is earlier. By signing of this Agreement, the Allottee hereby also
consents and agrees to abide by the terms and conditions of the proposed
Maintenance Agreement and to pay promptly all the demands bills charges as may
be raised by the Company from time to time, whether or not there is actual usage by
the Allottee of the service is being rendered by the Company.
16.7 The Allottee understands and agrees that the Company shall have a charge/lien on
the Said Unit for all its dues and other sums be payable to it under the Maintenance
Agreement and that the Company shall be entitled to satisfy any outstanding claim
on this account by seeking attachment and the sale of the Said Unit. The above
condition shall survive the Sub-Lease of the Said Unit to the Allottee and the said
condition/obligation shall attach with the Said Unit within the meaning of Section 31
of the Transfer of Property Act, 1882.
16.8 The Company shall at all times have the right to adjust the unpaid maintenance
charges from the IFMS and in such event, the Allottee hereby agrees and
understands to replenish and keep the IFMS topped up at all times so as to keep the
amount of the IFMS equivalent to an amount to be calculated at the rate mention
herein in this Agreement or such enhanced rate is determined by the Company from
time to time in accordance with the Maintenance Agreement.
16.9 The Allottee shall permit the supervisors, agents of the Company to enter into the
Said Unit at all reasonable times for the purpose of inspection or repairing any part of
the Said Unit or for gaining access to the common services including ducting, wiring,
cables, water supply, electricity, gutter, pipes, covers, connections, etc., for the purpose
of maintaining rebuilding, servicing, cleaning, installing or otherwise keeping in good
order and condition all services pertaining to the other occupants, owners in the Said
Project.
17 STATUTORY COMPLIANCE AND OTHER OBLIGATIONS
17.1 The Company has made it expressly clear to the Allottee that the rights of the
Company in the Said Unit agreed to be conveyed/sols/transferred herein are
circumscribed by and subject to the conditions imposed by the concerned authority
and/or any other authority.
17.2 The Allottee shall observe all terms and conditions of the Agreement, and also those
conditions, restrictions and other stipulations imposed in respect of the Said Project
by virtue of the License and shall also abide by the applicable zoning plans, building
23
plans and all laws, bye-laws, rules and regulations and policies applicable to the Said
Unit and/or the Said Project or as imposed or may be imposed in future under any
applicable law. The Allottee shall also observe the rules, regulations and policies as
may be made pursuant to and/or set out in the Maintenance Agreement.
17.3 The Allottee shall not use/cause to be used the Said Unit for any other purpose
except commercial use and shall always ensure that the Said Unit shall only be put to
commercial use. Furthermore, the Allottee specifically undertakes not to use the Said
Unit or suffer it to be used in any manner and/or for any activity that is
prohibited/irregular/illegal or other activity that is hazardous or may cause a
nuisance of any nature in the Said Project.
17.4 The Allottee undertakes and agrees that any violation if the following shall entitle the
Company to enter into the Said Unit whenever necessary and reverse such violation
at the cost of the Allottee;
17.4.1 The Allottee shall not cover or construct on the balcony, if any and shall only use the
same as open space and in no other manner whatsoever.
17.4.2 The Allottee shall not under any circumstances whatsoever, do, allow or permit any
remodeling, alteration, variation, change or build upon the look, color, design,
texture, fixtures, materials or any combination thereof comprising the exterior or
façade of the Building of the Said Unit or any other unit.
17.4.3 The Allottee shall not under any circumstances do or allow any
alteration/modification/change to the structure or layout within the Said Unit save
and except with the prior permission of the Company in writing.
18 FORCE MAJEURE
18.1 Upon the occurrence of any Force Majeure event, the Company shall notify the
Allottee in case such Force Majeure Event has material adverse effect on the
completion of the Said Project. On occurring of such Force Majeure Event, the
Company shall be entitled to a reasonable extension of time for delivery and
possession of the Said Unit. 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 project 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.
18.2 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 Unit under Clause 28 of this Agreement i.e., advance
24
Consideration paid by the Allottee(s) towards the Said Unit and investment made by
the Company towards the development of the Said Project.
18.3 In case of destruction of the construction to irreparable level the Company has the
right to redevelop the Said Project.
19 TIME IS THE ESSENCE; TERMINATION & FORFEITURE OF EARNEST MONEY

19.1 Notwithstanding anything contained in the Agreement, timely performance by the
Allottee of all its obligations under this Agreement, including without limitation, its
obligations to make timely payments of the Sale Consideration, maintenance charges
and other deposits and amounts, including any interest, in accordance with this
Agreement shall be of essence under this Agreement. If the Allottee neglects, omits,
ignores or fails in the timely performance of its obligations agreed or stipulated
herein for any reason whatsoever or to pay in time to the Company any of the
installments or other amounts and charges due and payable by the Allottee by
respective due dates or in case of default by the as described in Clause 7.6 herein,
the Company shall be entitled to cancel the allotment and terminate this Agreement
in the manner described hereunder.
19.1.1 In case any breach committed by the Allottee is incapable of rectification or is in the
opinion of the Company unlikely to be rectified by the Allottee or where the Allottee
is a repetitive defaulter or such default is continuing despite the Allottee being given
an opportunity to rectify the same, then this Agreement may be cancelled by the
Company with immediate effect at its sole option by written notice (“Notice of
Termination”) to the Allottee intimating to the Allottee the decision of the Company
to terminate the Agreement and the grounds on which such action has been taken.
19.1.2 In all other cases not covered under the Clause 19.1.1, the Company shall give to the
Allottee a notice calling upon it to rectify the breach set out in the said Notice within
30 days from the date of the said notice. In the event that the Allottee fails to
establish to the satisfaction of the company that the said breach has been rectified
by it within the stipulated time, the Company may proceed to terminate this
Agreement in the manner set out in Clause 19.1.1 above and to the same effect.
19.2 For the removal of doubts, it is clarified and the Allottee consents that the dispatch
of the notice of termination by the company would be deemed to sufficiently and by
itself constitute termination of this Agreement and no further act on the part of the
Company would be necessary for this purpose, notwithstanding the pendency of an
consequential event or act of the Parties such as, whether or not the refund cheque
has been dispatched by the Company, or if dispatched, it has not been received by
25
the Allottee or if received ,whether such refund cheque remains un-encashed by the
Allottee. It is further clarified that immediately on dispatch of the Notice of
Termination, the Company shall be entitled to reallot the said afresh to any other
person and the Allottee hereby agrees and undertakes that it shall not object
thereto. Furthermore, the Allottee agrees that it shall not seek any interim relief to
this effect against the Company, as it acknowledges that its interest in the Said Unit
has expired with the Notice of Termination and what remains at best is a money
dispute and the Allotee further acknowledges that the Company would suffer
irreparable harm by being prevented from free dealing with its valuable capital asset,
which harm the Allottee agree, cannot be quantified in monetary
compensation/damages along.
19.3 The Allottee understands, agrees and consents that upon such termination, the
Company shall be under no obligation save and except to refund the amounts
already paid by the Allottee to the Company, without any interest and after forfeiting
and deducting the Earnest Money, brokerage/commission/charges, service tax and
other amounts due and payable to it including any interest accrued on delayed
installments and late payment charges, only after resale of the Said Unit. Upon
termination of this Agreement by the Company, save for the right to refund, if any to
the extend agreed herein above, the Allottee shall have no further right or claim
against the Company which, if any, shall be deemed to have been waived of by the
Allottee and the Allottee hereby expressly consents thereto. The Company shall
thenceforth be free to deal with the Said Unit in any manner whatsoever, in its sole
and absolute discretion and in the event that the Allottee has taken possession of
the Said Unit, then the Company shall also be entitled to reenter and resume
possession of the Said Unit and everything whatsoever contained therein and, in
such event, the Allottee and/or any other person/occupant of the Said. Unit shall
immediately vacate the Said Unit and otherwise be liable to immediate ejectment as
an unlawful occupant, trespasser. This is without prejudice to any other rights
available to the Company against the Allottee.
19.4 The Company shall also be entitled to and hereby reserves its right the
cancel/terminate this Agreement in the manner described above, in case in the sole
opinion of the Company, (a) the allotment of the Said Unit has been obtained
through fraud, misrepresentation, misstatement or concealment/suppression of any
material fact, OR (b) the Allottee has violated or violates any of the directions, rules
and regulations framed by the Company or by any regulatory of statutory body or
competent authority OR (c) if the Allottee by its conduct or its actions, vitiates the
spirit and essence of this Agreement. The condition contained in part (a) and (b) of
this Clause shall also apply to the Sub-Lease of the said unit and shall attach with the
said unit within the meaning of Section 31 of the Transfer of Property Act, 1882.
26
20 GENERAL CLAUSES
20.1 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 Unit irrespective of own/any other
occupant of the Said Unit for the time being and they shall survive the Sub Lease
Deed/ Sub-Lease Deed/ Sale Deed of the Said Unit 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 Unit 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 Sub-Lease Deed.
20.2 Adequate firefighting equipment as may be required inside the Said Unit shall be
installed by the Allottee(s) at his own cost.
20.3 The Allottee(s) shall get his complete address, email, mobile number and other
contact details 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.
20.4 In case there are joint allottee(s), 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).
20.5 In all such communication the reference of the booking of the Said Unit must be
mentioned clearly.
20.6 That the Allottee(s) agrees and undertakes that he shall not at any time before or
after taking possession of Said Unit have any right to object to the Company in
constructing or continuing with the construction of other building structures in the
27
Said Project or putting up additional floors to the building in the Said Project or
otherwise in the Said Project.
20.7 That the delay or indulgence by the Company in enforcing the terms of this
Agreement or 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.
20.8 It is agreed by and between the Parties that unless a sub-lease deed/Sub-Lease
deed/transfer deed is executed and registered, the Company shall continue to have
absolute authority over the Said Unit and all amounts paid by the Allottee (s) under
this Agreement shall merely be a token payment for purchase of the Said Unit and
shall not give him any lien or interest on the Said Unit until he/they have complied
with all the terms and conditions of this Agreement and a transfer document of the
Said Unit have been executed and registered in his/their favor.
20.9 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 50% of the total sale price shall be received from the Allottee(s)
along with the payment of administrative charges, if any.
21 MORTGAGE, FINANCE AND FIRST CHARGE
21.1 The Allottee understands and agrees that under no circumstances shall, the
payments made under this Agreement, be construed or deemed to create, in any
manner whatsoever, a lien on the Said Unit in favor of the Allottee. The Allottee
clearly understands that the Sub-Lease of the Said Unit in favor of the Allottee is
contingent on the payment of the complete Sale Consideration and all
outstanding dues and also the due and faithful performance by the Allottee of all
its obligations agreed and undertaken herein.
21.2 Without prejudice to the provisions contained in Clause 21.1, the Allottee hereby
authorizes and permits the Company to raise finance/loan from any institution,
company, bank or any other person by any mode or manner, inter alia by way of
charge/mortgage of Said Project or any part thereof including the Said Unit
subject only to the condition that a No Objection Certificate (NOC) for the Said
Unit shall be obtained from the said institution, company or bank either before
28
the execution of the Sub-Lease Deed or the execution of a tripartite agreement
with the respective institution, company or bank financing a home loan for the
Said Unit , as the case may be.
21.3 Subject to Clause 21.2 above, the Allottee further agrees that the provisions of
this Agreement are and shall continue to be subject to and subordinate to the
lien or any mortgage heretofore or hereafter made/created by the Company and
furthermore such mortgage(s) or encumbrances shall not constitute an objection
to the title of the Said Unit or excuse the Allottee from completing the payment
of the Sale Consideration of the Said Unit or performing all the other obligations
hereunder or be the basis of any claim against the Company.
22 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
Unit 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 Unit 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 Unit should first be
resolved by the Allottee(s) with the Company before taking over the possession of the Said
Unit.
23 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.
24 INDEMNITY
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
29
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).
25 GOVERNING LAW
The Agreement shall be governed by and construed in accordance with the laws in India.
26 ARBITRATION & JURISDICTION
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 (as
amended) 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.
The Arbitration proceeding shall be held at Delhi and the Courts at Delhi /Judicature of Delhi
High Court 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.
27 SURVIVAL
The termination of this Agreement shall:
(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.
28 INSURANCE
30
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 Unit, facilities insured at the cost of Allottee and recover it from the Allottee.
29 ASSURED RETURN
29.1 In case Annexure ‘II’ is a payment plan with assured return, the allottee shall be
entitled to get returns as per the terms and conditions mentioned in Annexure
‘III-A’ provided the allottee has made the complete payment in accordance with
Annexure ‘II’ at all stages.
29.2 In case of default in payments as per Annexure ‘II’, Company shall be
released/discharged from all its liabilities to pay assured returns to allottee.
However, if allottee subsequently makes the due payment with interest,
developer may at its sole discretion resume payment of assured return as per
Annexure ‘III - A’ with effect from the date allottee clears all its dues with
interest.
29.3 Amount of service tax or interest on account of delayed payments or any charges
other than basic sale price of the unit paid/payable by allottee shall never be
included for calculation of assured return.
30 THIRD PARTIES
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.
31 SUCCESSORS AND ASSIGN

This Agreement shall be binding upon, and only for the benefit of the Parties and their
respective successors and permitted assigns.
32 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 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.
31
NOTE: PERSONS SIGNING THE AGREEMENT ON BEHALF OF OTHER PERSON/FIRM/BODY
CORPORATE SHALL FILE HIS AUTHORISATION/POWER OF ATTORNEY.
We hereby accept the terms and conditions mentioned herein above.
____________________________
____________________________
Authorized Signatory (A S) Allottee

(GYGY INFRADESIGN PVT. LTD.)
Witnesses:
1._____________________ 2. _______________________
ANNEXURE - I
MENTIS, PLOT NO. 2, SECTOR 140
SPECIFICATIONS, AMENITIES, FACILITIES
SPECIFICATION TYPE SPECIFICATIONS
STRUCTURE RCC/Steel Structure as per relevant IS code
FINISHES
Exterior Combination of one or more: glazing, stone, tile, ACP and painted surface etc.
Lobbies Combination of one or more: Imported stone, tile and painted surface
Basement Trimix
Tenant Floor Finish Bare shell
Common Toilets Finished toilets with modern fittings and fixtures
PARKING Multilevel basements for parking & services as per norms
SECURITY
Video Surveillance Basement driveways, lift lobbies & peripheral security
Manned Security Boom barriers, at all vehicular entry & exit points
Access control entry for pedestrian for all the office floor.
FIRE SAFETY
Wet Riser/Hose Provisioned & to be provided as per norms
Reels/Sprinklers/Fire Extinguishers Provisioned & to be provided as per norms
External Fire Hydrants Provisioned & to be provided as per norms
Fire Detection System Provisioned & to be provided as per norms
32
HVAC
AC System Centralized Air conditioning system
Ventilation and Exhaust As per norms
ELECTRICAL
Distribution Provision of cable up to Unit/Premises
Metering Unit load will be metered through Intelligent Metering System Provided
Lightening Protection & Earthing Pits Provided
DIESEL GENERATORS 100% fully automatic backup with suitable diversity and suitable load factor
SIGNAGE
Internal Main lobby equipped with tenant directory and directional signs
External External signage as per Promoter's design and conditions
COMMUNICATION CABLE/TV CONNECTION Provision for Data & Voice
PLAZA Central Plaza with amenities like amphitheater, shopping, kiosk, crèche, gym etc.
33
Annexure- II (Cost Sheet)
34
ANNEXURE – III
That the Allottee(s) have hereby booked the Said Unit for a provisional allotment as
mentioned above and Allottee(s) understands and agrees that he/she will pay for the Said
Unit, the sale consideration and the additional charges/taxes/levies etc. as mentioned in this
Agreement and the Application Form. The Allottee(s) also undertakes and assures to pay all
charges/taxes levied by the concerned government authority(s) in respect of the Said Unit at
present or in future.
As a special case as the Allottee(s) has opted for Mega Offer Payment Plan whereby it is
agreed between the Parties that, in case the possession of the Said Unit is not handed over
by the Company to the Allottee(s), within the period stipulated under this Agreement, then
the Company shall be paying a sum of INR ____ per month (“Such Amounts”) for the Said
Unit to the Allottee(s) till Said Unit is offered for possession to the Allottee(s) by the
Company and in case the Said Unit is offered for possession to the Allottee(s), by the
Company, before period stipulated under this Agreement, then the Allottee(s) who have
availed instant discounts over the Sale Consideration of the Said Unit, at the time of
booking, under the Mega Offer Payment Plan, shall return the excess of such instant
discount, deducted from the total Sale Consideration, under such discounts as availed by
the Allottee(s) at the time of booking which shall amount to a sum of INR ______ per
month. That the Company shall pay Such Amounts by monthly cheques or to the Allottee(s)
in individual names of all owners/co-owners equally/proportionately (as per Letter of
consent given by Allottee(s), in case of multiple allottee annexed herewith as Annexure-III-B)
and further subject to deduction of TDS as per rates described in Income Tax Act, 1961 and
any other statutory deductions as per prevailing law. That it is agreed between the Parties
that Such Amount payable by the Company to the Allottee(s) is subject to the timely
payment of the balance consideration amount(s), if any, to be made by the Allottee(s) to the
Company on or before the due date and the Allottee(s) fulfilling all his/her obligation(s)
under this Agreement and the Application Form. In case the Allottee(s) agree to avail the
sums payable as Such Amounts after the expiry of the date of delivery as stipulated under
this Agreement, then it is hereby unequivocally agreed to by the Allottee(s) that the any
delay penalty charge, either stipulated under this Agreement or applicable otherwise under
law is being forgone by the Allottee(s) and the Allottee(s) hereby after availing Such
Amounts shall not claim any other amount/charge/penalty/interest/compensation towards
any delay occurred in delivery of the Said Unit by the Company.
NOTE: - GST AS APPLICABLE
35
ANNEXURE - III - B
The Allottee(s) (for Un-lockable space only) do hereby expressly and unconditionally
authorize the Company to let out/lease/rent out his space/area along with the other
space(s)/area(s) of the floor/building to any prospective tenant(s). Each of the Allottee(s), in
the event of letting by the Company for Said Unit taken by tenant collectively/individually,
shall be entitled to receive the rent from the tenant in proportion to his/her Said Unit. The
lease time will be of 9 years with the lock in of first lease of 3 years, and the Allottee(s) has
been given minimum lease guarantee of Rs. __ per sq. ft. for the period of 3 years since the
offer of possession. However, the leasing rights remain with the developer. The company
shall take 3 months to start the lease guarantee from the time allottee has cleared all his
dues and no dues certificated is issued by the company. Whoever will pay the furnishing
charges of the area (Allottee/Developer/Third part) shall enjoy the benefit of rent increased.
And in case lease amount is more than minimum lease guarantee, the amount exceeding
the minimum lease guarantee shall be shared equally between Company and Allottee(s) in
the ratio of 50:50.
It is agreed between the Parties that all amount(s) payable by the Company shall be subject
to deduction of T.D.S, service tax and any other statutory taxes/levy(s)/charges as may be
applicable.
36

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BUILDER BUYER’s AGREEMENT

GYGY INFRADESIGN PVT. LTD.

NOW, THEREFORE, THIS AGREEMENT BY AND BETWEEN THE PARTIES WITNESSES AS

“APPLICABLE PERMITS” shall mean all clearances, licenses, permits, authorizations, no

“APPLICATION” shall mean the application dated ____________for the provisional

“UNIT” shall mean built up space of Said Unit in the Project.

3. CONSIDERATION AND CONDITIONS

8 STATUTORY TAXES OTHER DUES

11 USE OF NON-EXCLUSIVE TERRACES

13 POSSESSION AND HOLDING CHARGES

14 SUB LEASE DEED AND STAMP DUTY

15 NOMINATION, ASSIGNMENT AND TRANSFER OF RIGHTS IN THIS AGREEMENT

any executive instructions, government orders, or any statutory notifications, which

17 STATUTORY COMPLIANCE AND OTHER OBLIGATIONS

19 TIME IS THE ESSENCE; TERMINATION & FORFEITURE OF EARNEST MONEY

21 MORTGAGE, FINANCE AND FIRST CHARGE

26 ARBITRATION & JURISDICTION

(b) except as otherwise provided in any provision of this Agreement expressly

31 SUCCESSORS AND ASSIGN

We hereby accept the terms and conditions mentioned herein above.

Authorized Signatory (A S) Allottee

SPECIFICATION TYPE SPECIFICATIONS

STRUCTURE RCC/Steel Structure as per relevant IS code

PARKING Multilevel basements for parking & services as per norms

COMMUNICATION CABLE/TV CONNECTION Provision for Data & Voice

NOTE: - GST AS APPLICABLE

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