AGREEMENT TO TRANSFER AND ASSIGN

THIS AGREENENT TO TRANSFER AND ASSIGN made at Vashi, Navi Mumbai,

on this……day of June in the Year Two Thousand Fifteen BETWEEN Shri Bhargav Rama
Gharat, adult, Indian inhabitant, having address at Dhutum, Taluka Uran and District Raigad
referred to as the “Assignor” (which expression shall, unless repugnant to the meaning and
context thereof, mean and include his heirs, executors, administrators and assigns) of the One
PART, and (i) Mr. Lachhman Karamchandani and (ii) Mr. Gautam Karamchandani, both
adults, Indian Inhabitants, having address at 73, Persipolis, Cuffe Parade, Mumbai 400 005,
hereinafter collectively referred to as “the Assignee” [which expressions shall unless
repugnant to the meaning or the context thereof, mean and include their respective legal
heirs, administrators, executors and assigns] of the Other Part.
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WHEREAS.

1. The City and Industrial Development Corporation of Maharashtra Limited , a Company

incorporated under the Companies Act, 1956 [I of 1956] and having its registered office
at “Nirmal” , 2nd floor, Nariman Point Mumbai 400 021[ hereinafter referred to as “the
CIDCO”] is the New Town Development Authority declared for the area designated as
a site for the New Town of Navi Mumbai by the Govt. of Maharashtra in exercise of its
powers under sub-section [1] and[ 3-A] of section 113 of the Maharashtra Regional and
Town Planning Act, 1966 [hereinafter referred to as “ the said Act “].

2. The State Govt. of Maharashtra has been acquiring lands held privately and vesting such
lands so acquired along with the Government land in the CIDCO under the provisions of
the said Act for the purpose of development of Navi Mumbai.

3. The State Government of Maharashtra has accordingly acquired land belonging to Shri
Bhargav Rama Gharat.

4. The State Government of Maharashtra has approved a scheme for allotment of land to the
Project Affected persons whose lands have been acquired for development of Navi
Mumbai at the rate of 12.5% of the total land acquired of such Project Affected persons.

5. Lands owned by the Agriculturists (for short, the Project Affected Persons) in the Navi
Mumbai were acquired by the State Govt. of Maharashtra for the purpose of development
of Navi Mumbai and hence, they were made eligible for allotment of land under the
12.5% of Gaothan Expansion scheme approved by the State Government of Maharashtra.

6. The State Govt. of Maharastra has by its Resolution No LQN/1985/1710/CR-217/85-

UD/10 dated 6th March 1990 and subsequent resolution No.
CID/1094/2094/PK287/UD/10 dated 28th October 1994 ordered to grant 12.5% land in

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lieu of the land acquired for the development of Navi Mumbai to the persons whose lands
were acquired by the State Govt. of Maharastra and subsequently vested in the CIDCO
by the State Govt. for the development of Navi Mumbai.

7. The CIDCO laid down suitable plots on one of the pieces of such lands so acquired and
vested in the CIDCO, by the Govt. of Maharashtra for being allotted to Project Affected
persons.

8. Shri Bhargav Rama Gharat is the Project Affected Persons since his lands were acquired
by the State Govt. for development of Navi Mumbai and on his application, the CIDCO
has by or under its letter of Allotment dated ---------- alloted to the Assignor, a Plot
No.11, admeasuring 499.25 square meters situated at Sector 53, DRONAGIRI, under
12.5% Scheme, Navi Mumbai, Taluka Uran, District Raigad (hereinafter referred to as
the said Plot) in consideration of the lease premium and also upon the terms and
conditions contained therein.

9. By an Agreement to Lease dated 7th April 2015 made between the CIDCO therein
referred to as the Corporation of the one part and the Assignor herein therein referred to
as the Licensee of the other part, the CIDCO has agreed to grant to the Assignor the lease
of the Plot no.11, situated at Sector 53, of Dronagiri node under 12.5% Scheme, Navi
Mumbai (hereinafter referred to as the said Plot) at or for the lease premium paid by the
Assignor and subject to the compliance of the Assignor of the terms and conditions and
stipulations stated under the said Agreement to lease.

10. Now, the Assignee has approached the Assignor to transfer to them the said plot and the
Assignor has agreed to transfer the said plot at or for a lumpsum consideration of
Rs.2,12,50,000/- (Rupees Two Crores Twelve Lakhs Fifty Thousand only) and upon the
terms and conditions contained herein after.

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11. The Assignee has before the execution of this Agreement, paid to the Assignor a sum of
Rupees 20,00,000/- (Rupees Twenty Lakhs only) being part payment of the total
consideration payable and has further agreed to pay to the Assignor balance consideration
of Rupees 1,92,50,000/- (Rupees One Crore Ninety Two Lakhs Fifty Thousand only) at
the time and in the manner stated herein after.

12. The Assignor and the Assignees are desirous of recording the terms and conditions of the
agreement reached between them which they do as under:-

THIS AGREEMENT WITNESSETH AND NOW IT IS HEREBY AGREED AS FOLLOWS: -

1. The Assignor hereby agree to transfer and assign to the Assignee all the rights, interests
in or benefits in respect of said Plot being Plot No.11, admeasuring 499.25 square meters
situated at Sector 53, DRONAGIRI, under 12.5% Scheme, Navi Mumbai, Taluka Uran,
District Raigad, on the terms and conditions hereinafter contained hereinafter and in
consideration of Rs.2,12,50,000/- (Rupees Two Crores Twelve Lakhs Fifty Thousand
only) being the full and final sale price to be paid by the Assignees to the Assignor. The
Assignor hereby declares that the CIDCO has in principal agreed to allot to the Project
Affected Persons the said Plot under 12.5% Scheme and the Assignor has executed with
the CIDCO the necessary Agreement to lease.

2. The Assignee has agreed to pay to the Assignor Rs.2,12,50,000/- (Rupees Two Crores
Twelve Lakhs Fifty Thousand only) being full and final consideration at the time and in
the manner stated herein after
[a] A sum of Rupees 20,00,000/- (Rupees Twenty Lakhs only) shall be paid on or before
execution of this Agreement, which amount has been paid by the Assignee to the
Assignor, the receipt whereof the Assignor hereby acknowledge.
[b] A sum of Rupees 86,25,000/- (Rupees Eighty Six lakhs Twenty Five thousand only)
shall be paid after the expiry of the period of Public Notice to be issued by the Assignees

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through their Advocate and no objection having been received by the Assignees thereto
and against the submission of the CIDCO transfer papers for the purpose of issue of the
Transfer NOC from the Assignor to the Assignees, i.e. around 7th July 2015.
[c] Balance sum of Rs.1,06,25,000/- (Rupees One Crore Six Lakhs Twenty Five only)
shall be paid on the date of registration of the Tripartite Agreement between the CIDCO,
the Assignor and the Assignees, wherein the CIDCO agrees to transfer the said Plot to
and in favor of the Assignee, i.e. around 7th August 2015.

3. Upon the payment of the installment mentioned in the clause 2(b) above the Assignor
shall hand over to the Assignee or his Nominee/transferee, the original Award, Original
Allotment Letter, Original Agreement to lease, original possession receipts, receipts
passed by the CIDCO in token of having received the premium in full and all other
documents in connection with the said plot. The Assignor will further permit the
Assignee or their Nominee to enter upon the said plot agreed to be leased by the CIDCO
with full right and authority to commence, carry on and complete development thereof in
accordance with the permissions herein mentioned i.e. for the purpose of erecting an
intending building on the said land and for selling after paying total consideration and
execution of the Tripartite Agreement , the flats from such intending building on the said
land to their intending buyers at such price as they may deem fit and appropriate such
sale price receivable from his intending buyers towards the erecting of the intending
building on the said land.

4. The Assignor declare and confirm that he will not part with or deal with his interest and
or transfer or assign his rights, interest in or benefits in respect of the said plot and or will
agree to transfer and assign their rights, interests in or benefits in respect of the said plot
to any other person or persons other than the Assignees or their Nominees herein. The
Assignor will indemnify and keep indemnified the Assignee against any claim of any
person and from any loss or damages or any action, claim, demand or costs, charges and
expenses that the Assignee may suffer or incur on this account.

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5. The Assignor hereby undertakes to immediately on payment of the installment in clause

2(b) above, apply to the CIDCO for grant of permission for transfer and assignment of
their rights, interest in/or benefits under the said Agreement to Lease in favor of the
Assignees and seek from the CIDCO the requisite permission on payment of transfer
charges which shall be borne and paid by the Assignee, wholly and exclusively.

6. Upon getting requisite permission from the CIDCO, the Assignor shall transfer and
assign in favor of the Assignee or their Nominees/transferees their rights, interest in or
benefits under such Agreement to lease by executing a Tripartite Agreement with the
CIDCO and the Assignee.

7. Upon possession of the said land and execution of the Tripartite Agreement between the
CIDCO, the Assignor and the Assignee & after receiving total consideration, the
Assignee shall be entitled to commence and erect the intended building on the said land
subject to the terms and conditions contained in the said Agreement.

8. Transfer and assignment of rights, interests in or benefits under the Proposed Agreement
shall be subject to the terms and conditions as may be prescribed by the CIDCO.

9. The Assignor hereby confirms and declares that there are no other persons and or legal
heirs or representatives to claim in the said land. The Assignor further agrees and
undertakes not to create any third party interest or encumbrances on the plot of land. In
the event of any claim or dispute in or over the said land, the Assignor shall either settle
the dispute on his own accord and cost, or refund the entire payment received from the
Assignee till then with interest thereupon at the rate of 18% per annum. However the
discretion to cancel this Agreement and ask for refund of the payment shall be solely with
the Assignee and or their Nominee/transferee.

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10. During the subsistence of this Agreement, neither of parties hereto shall do any act, deed,
matter or thing which shall constitute breach of any the terms and conditions of the said
Agreement to lease.

11. The Assignee shall be entitled to issue Public Notice in any newspaper/s and call for
objections and also conduct all due diligence.

12. All costs, charges and expenses of and incidental to the execution of this Agreement and
its duplicate and execution of any other document to complete the transfer and
assignment of rights, interests in or benefits execution of tripartite agreement, payment of
transfer charges, out of pocket expenses to be incurred for obtaining from the CIDCO
requisite permission for transfer of the said plot in favor of the Assignee and inclusive of
stamp duty, registration charges shall be borne and paid by the Assignee, or his nominee
solely and exclusively.

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

SCHEDULE
All that piece or parcel of land known as Plot No. 11 Sector 53 in Village/site
Dronagiri of 12.5% (Erstwhile Gaothan Expansion Scheme) Scheme, containing by
measurement 499.25 Sq. Mtrs. or thereabout and bounded as follows that is to say:

On or towards the North by -Plot No. 12

On or towards the South by - Plot No. 10
On or towards the East by - 11.00 M. Wide Road.
On or towards the West by -Plot No. 5

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SIGNED ,SEALED AND DELIVERED BY )

within named the Assignor : )
Shri Bhargav Rama Gharat )

in the presence
of------------
[1]

[2]

Signed and delivered by the ]

within named Assignee ]
(i) Mr. Lachhman Karamchandani ]

(ii) Mr. Gautam Karamchandani ]

in the Presence of ------------- ]

[1]

[2]

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RECEIPT

Received of and form the within named Assignees (i) Mr. Lachhman Karamchandani
& (ii) Mr. Gautam Karamchandani, a sum of sum of Rupees 20,00,000/- (Rupees Twenty
Lakhs only) being the payment towards the sale consideration of transfer of said Plot no.11,
Sector 53, Dronagiri, Navi Mumbai agreed to be paid by the Assignee to me.
Cheque no./Cash Dated Drawn on Amount(Rupees)
000117 09.06.2015 BOB, Cuffe Parade 4,00,000/-
000095 09.06.2015 ---“--- 4,00,000/-
Cash 09.06.2015 - 12,00,000/-

TOTAL 20,00,000/-

I say received Rupees 20,00,000/-

Bhargav Rama Gharat

Witness:

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