final agreement draft

7/24/2019 Final Agreement Draft

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AGREEMENT FOR SALE

THIS AGREEMENT FOR SALE (Agreement) is made at Mumbai on

this _______ day of _________________ in the year Two Thousand and_________

BETWEEN

M/S WHEELABRATOR ALLOY CASTINGS LTD., a Companyincorporated under the provisions of the Companies Act, 1956 having itsCorporate office at Runwal & Omkar Esquire, 4th Floor, Opp SionChunabhatti Signal, off Eastern Express Highway, Sion (E), Mumbai-400 022 through its duly Authorized Signatory Mr._________________________,Authorized under Board Resolution/POAdated _________________ hereinafter referred to as the Vendor/

Developer(which expression shall, unless it be repugnant to the contextor meaning thereof, be deemed to mean and include its successors andassigns) of the ONE PART;

AND

MR./MRS./MS/M/S_________________, aged about ____ years, residingat ___________________________________________ hereinafter referred to asthe PURCHASER/S, (which expression shall, unless repugnant to orinconsistent with the context, mean and include his/her/its heirs, legalrepresentatives, successors, executors, administrators and assigns) ofthe OTHER PART.

The Vendor/Developer and Purchaser/s shall hereinafter collectively bereferred to as the Partiesand individually as a Party.

W H E R E A S:-

(A) By diverse deeds and documents M/s Neosym Industry Ltd.,(formerly known as The Indian Smelting and Refining Co. Ltd.,)was seized, possessed and otherwise well and sufficiently entitledto all that pieces and parcels of land admeasuring about61,665.60 (Sixty One Thousand Six Hundred and Sixty Five point

Sixty) square meters, bearing CTS Nos. 596, 596/1-6, 597,597/1-7, 598, 598/1-3, 599A, 599A/1-81, 601, 602, 602/1-9,603, 604, 605, 605/1-17, 606, 606/1-83, 607A, 607A/1-31 and607D situated at Village Kanjur, Taluka Kurla within theRegistration District and Sub-District of Mumbai City andMumbai Suburban together with the buildings and otherstructures standing thereon, lying, being and situate at LalBahadur Shastri Marg, Bhandup (West), Mumbai-400078 andmore particularly described in the FIRST SCHEDULE hereunderwritten (hereinafter referred to as the said Property).

(B) By and under a registered Deed of Transfer of Undertaking (DTU)

dated 1st

August, 2012 executed between M/s Neosym IndustryLtd., (formerly known as The Indian Smelting and Refining Co.Ltd.,) of the one part and WHEELABRATOR ALLOY CASTINGSLTD., the Vendor/Developer herein of the other part dulyregistered with the Sub-Registrar of Assurances at Kurla underSerial No. BDR-3/7504 of 2012, the Vendor/Developer herein haspurchased and acquired from M/s Neosym Industry Ltd., the saidproperty for a valuable consideration and upon the terms andconditions as set out therein.


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(C) By virtue of the aforesaid DTU, the Vendor/Developer herein isabsolutely seized and possessed of or otherwise well andsufficiently entitled to the Said Property.

(D) On application made by the Vendor/Developer, the Government ofMaharashtra vide its order dated 11th July, 2013 and 4th March2014, permitted the Vendor/Developer to close down the factoryand also vide order dated 20thAugust, 2013, the Commissioner ofLabour, Govt of Maharashtra has also issued a no-objectioncertificate (NOC) in respect of the development of the saidproperty.

(E) The title of the said property has been investigated by M/s Kanga& Co. (Advocates & Solicitors) certifying the title of the saidproperty is clear and marketable as per their title certificate report

dated 29thAugust 2012 and thereafter Mr. S.K. Dubey, AdvocateHigh Court has also issued the supplementary title report dated20.01.2015 of the said property and Property Register Cards (PRC)in respect of the said property issued by the City Survey Office.The copy of the title certificate and copies of property registeredcard are annexed hereto and marked as Annexure A & Brespectively.

(F) The Municipal Corporation of Gr. Mumbai (MCGM) has changedthe user of the said property from Industrial to Residential /Commercial purposes by its letter bearing referenceNo.CHE/31275/DPES dated 15thJanuary 2014.

The Bombay Municipal Corporation has sanctioned/ approved thebuilding plans and has issued the Intimation of Disapproval (IOD)vide No E.B./CE/1375/BPES/AS dated 6th September 2014 andhas also issued Commencement Certificate (CC) vide no.CE/1375/BPES/AS dated 7thJanuary 2015 Copies thereof heretoannexed and marked ANNEXURE C & D Respectively.

(G) The Vendor/Developer is constructing a project known asRUNWAL FORESTS consisting of various buildings/towers onthe said Property by consuming/ utilizing FSI/ TDR as per theplans, approvals and sanctions granted and/or may be granted bythe Municipal Corporation and other concerned authorities fromtime to time (herein after referred to as the said Project).

(H) The development of the said Property will be undertaken in phasesand will take time. In pursuance of the overall development of thesaid Property, the Vendor/Developer is, as per the currentapprovals and proposal, presently contemplating developing inter-alia the said Property by constructing minimum 12 (Twelve)residential buildings/ towers on the said Property (Buildings)including building/ tower known as ________________ (hereinafterreferred to as the said Building) on a portion of the saidProperty. The Vendor/Developer will also be developing the

remaining portion of the said Property and constructing thereonfurther building/s/towers/wings for residential, commercial andor such other user as the Vendor may deem fit and in accordancewith applicable law (Future Buildings/ Towers). The Vendor isundertaking the development of the said Building, FutureBuildings/ Towers and the said Property by exploiting the fulldevelopment potential of the said Property by way of inter-alia (a)utilising, consuming and loading FSI and also FSI by way ofTransfer of Development Rights (TDR) and/or FSI nomenclatedin any manner whatsoever including fungible FSI, additional FSI,special FSI, compensatory FSI, incentive FSI, incentive FSI


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available under the public parking lot scheme under Regulation33(24) of the DCR (defined below) and any other FSI/TDRincluding TDR that may be acquired in any manner, (b) utilising,

consuming and exploiting all the benefits, potential, yield,advantages presently available and/or that may be available infuture for any reason whatsoever and/or any other rights, benefitsor any floating rights which is or are and or may be available inrespect of the said Property or elsewhere and/or any potential thatis or may be available on account of the existing provisions and/orby change of law and/or change of policy and/or any other rightsand benefits including on account of undertaking incentive FSIschemes under the applicable law, or elsewhere and/or anypotential that is or may be available on account of the existingprovisions or any amendments thereto under applicable lawincluding in DCR, (c) dealing with, disposing of by way of inter-alia

marketing, transferring, alienating, encumbering and/ormortgaging by way of sale, lease, mortgage, hypothecation or anyother manner howsoever as may be permitted under applicablelaw, the said Property, the said Building, the FutureBuildings/towers, all the flats, premises, apartments, units,spaces and other areas and building/s constructed and/or thatmay be constructed on the said Property, all the premises andother areas and building/s towers constructed and/or that maybe constructed thereon and/or therein, (d) to club/amalgamatethe development of the said Property (or part thereof) with theadjoining properties, if any, (e) to sub-divide the said Property intoindependent and separate layouts and undertake consequentdevelopment thereof, in such manner as the Vendor/Developerdeems fit and proper. The rights and entitlements of theVendor/Developer as detailed in Clause 7 below, are inherent andfundamental to the ongoing development of the said Property bythe Vendor/Developer to its full development potential. The Partiesalso agree that the development of the said Property beingundertaken in a phased manner, shall take time.

(I) The layout, scheme of development of the said Property, thelocation and dimension of plans, and specifications are tentativeand may vary. The Vendor/Developer shall be entitled to makeany variations, alterations, amendments, modifications ordeletions in the plan approved by the concerned authority, TheVendor/Developer shall be entitled to make any variations,alterations, amendments or deletions to or in the scheme ofdevelopment of the said Property, layout, relocate/ realign serviceand utility connections and lines, open spaces, parking spaces,recreation areas and all or any other areas, amenities andfacilities, as the Vendor/Developer may deem fit in its solediscretion or if the same is required by the concerned authority.

(J) The Vendor/Developer has appointed Architect and StructuralEngineer for the preparation of the structural designs and

drawings of the buildings, other amenities and facilities includingcar parking spaces, who will supervise and advise till thecompletion of construction and the Vendor/Developer acceptsprofessional supervision of the architect and the structuralengineer till the completion of the said building.

(K) The Purchaser/s has/ have inspected the said Property prior tothe execution of these presents. The Purchaser/s has/havedemanded from the Vendor/Developer and the Vendor/Developerhas given full, free and complete inspection to the Purchaser/s ofall the documents of title relating to the said Property, the said


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plans, designs and specifications prepared by theVendor/Developers Architect, Engineers and such otherdocuments as are specified under the Maharashtra Ownership

Flats (Regulation of the Promotion of Constructions, Sale,Management and Transfer) Act, 1963 (herein referred to as thesaid Act) and the Rules made there under, including theproposed layout plan of the said Property. The Vendor/Developershall, on demand, furnish to the Purchaser/s copies of all suchdocuments as mentioned in Rule 4 of the Maharashtra OwnershipFlats Rules of 1964, as desired by the Purchaser/s, the costswhereof shall be borne by the Purchaser/s.The Purchaser/s has/have entered into this Agreement knowing fully well andunderstanding the contents and the implications thereof and has/have satisfied himself/ herself/ themselves as regards the title ofthe Vendor/Developer to the said Property and shall not make any

further investigation of title and no requisitions or objections shallbe raised on any matter relating thereto and that the Purchaser/shereby accepts the title of the Vendor/Developer to the same asclear and, marketable.

(L) The Vendor/Developer has entered and is entering and/ or willenter into separate agreements with several other prospectivebuyers/ persons/ purchaser/s and parties in respect of the sale ofFlat/s, office/s and other usage/ premises in the building to beconstructed in the said project on the said property by theVendor/Developer.

(M)

The said Project shall be known as RUNWAL FORESTSand thebuilding/s when completed to be known as _______________.

(N) The Purchaser/s has/ have applied to the Vendor/Developer forallotment to the Purchaser/s and Vendor/Developer has agreed toallot to the Purchaser/s on Ownership basis a Flat/ Premisesbearing No. ________on ___ floor admeasuring about ____squaremetres of carpet area (i.e. ____ square feet) in the said Buildingknown as __________ in the said Project known as RUNWALFORESTS situated at Village Kanjur, Taluka Kurla, LBS Marg,Kanjur Marg (W), Mumbai- 4000 78 within the RegistrationDistrict and Sub-District of Mumbai City and Mumbai Suburbanand more particularly described in the Second Schedulehereunder written and same is shown by red colour outline on theplan annexed hereto as ANNEXURE E (hereinafter referred to asthe said Flat/ Premises).

(O) The Vendor/Developer alone has the sole and exclusive right tosell, lease, convey, assign, transfer etc. the flats and premises inthe said building to be constructed in the said project by theVendor/Developer and to enter into agreement/s with thepurchaser/s and to receive the sale proceeds in respect thereof.The Purchaser/s further agree/s that the Vendor/Developer shall

have an option to appoint/terminate an agency to maintain,manage and control all the other common areas and amenitiesand facilities in the said Building and for such other purposes asmay be agreed upon between the Vendor/Developer and the saidagency.

(P) Prior to execution of this Agreement, the Purchaser/s has/haveobtained legal advice and representation with respect to thisAgreement and the transaction contemplated hereby with respectto the said Premises, made enquiries thereon and is satisfied withrespect to, (i) the right and title of the Vendor/Developer to


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develop the said Property, and such title being clear andmarketable; (ii) the approvals and permissions (including IOD andCC) obtained till date in respect of the development of the said

Property, and (iii) the rights of the Vendor/Developer to developthe said Property and construct the said Building thereon undervarious provisions of DCR and applicable law and sell thepremises therein, in respect of the said Property. The Purchaserhereby undertakes not to raise any objection and/or makerequisitions to the title of the Vendor/Developer to the saidProperty. The Purchaser undertakes that he/she/it hasverified through his/her/their financial advisor and is/aresatisfied with regard to his/her/their financial ability toconsummate the transaction.

(Q) This Agreement shall always be subject to the provisions of

applicable law including MOFA and the New Housing Act.

(R) The Vendor/Developer hereby agree/s to sell and the Purchaser/sagree/s to purchase the said Flat/Premises for the totalconsideration of Rs.__________/-(RUPEES

____________________________________ ONLY) (the SaleConsideration) and prior to the execution of these presents, thePurchaser/s has/have paid to the Vendor/Developer sum ofRs.______________________ ___________________________________-ONLY) towards part consideration of the Sale Consideration (thepayment and receipt whereof the Vendor/Developer doth herebyadmit and acknowledge and of and from the same and every partthereof acquit, release and discharge the Purchaser forever) andthe Purchaser/s has/have agreed to pay to the Vendor/Developer,balance of the Sale Consideration and other charges and depositsin the manner hereinafter appearing. The Sale Consideration doesnot include service tax, value added tax, stamp duty, registrationcharges and any other applicable statutory charges. ThePurchaser/s has further agreed and accepted to pay the stampduty, registration charges and other incidental charges on thisagreement and any copies thereto in addition to the any amountmentioned in this agreement.

(S) Under section 4 of the said Act, the Vendor/Developer is requiredto execute a written agreement for sale of said Flat/ Premises tothe Purchaser/s being in fact these presents and also register thesaid agreement under the Registration Act.

NOW THIS AGREEMENT WITNESSETH AND IT IS HEREBY AGREEDBY AND BETWEEN THE PARTIES HERETO AS FOLLOWS:

The Parties hereto agree that the recitals hereinabove shall form anintegral part of this Agreement.

1.

PLANS:

1.1 The Vendor/Developer shall construct/ develop the said Building

known as_________ or any other name as may be decided by theVendor/Developer on the said Property for residential use inaccordance with the plans, designs, specifications approved and/or will be approved and/ or amended by the concerned localauthorities from time to time. However, it is agreed that theVendor/Developer shall be entitled to make such variations,alteration, deletion and modification as the Vendor/Developer mayconsider necessary or as may be required by the concerned local


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authority/ Government, using such present and future FloorSpace Index (FSI)/ TDR that may be available to theVendor/Developer, from the said concerned authority and/or such

other global Floor Space Index (FSI)/ TDR that may be available tothe Vendor/Developer. It being clearly agreed and understood bythe Purchaser/s, that any benefit available by way of increase inFSI/ TDR, which may be increased by way of global FSI/ TDR orotherwise, shall only be for the use and utilization by theVendor/Developer, and the Purchaser/s shall have no right and/or claim in respect of the same, whether during the time ofcommencement of construction or during construction or afterconstruction having been completed.

2.

AGREEMENT:

2.1

The Purchaser/s hereby agrees to purchase from theVendor/Developer and the Vendor/Developer hereby agree to sellto the Purchaser/s on Ownership basis the said Flat/ Premisesbearing No. ________on ___ floor admeasuring about ____squaremetres of carpet area (i.e. ____ square feet) in the said Buildingknown as __________ in the said Project known as RUNWALFORESTS situated at Village Kanjur, Taluka Kurla, LBS Marg,Kanjur Marg (W), Mumbai- 4000 78 within the RegistrationDistrict and Sub-District of Mumbai City and Mumbai Suburbanand more particularly described in the Second Schedulehereunder written and same is shown by red colour outline on theplan annexed hereto as ANNEXURE E (hereinafter referred to asthe said Flat/ Premises) along with the right to use the saidFlat/ Premises as well as the proportionate common areas,amenities and facilities in the said Building for payment of thetotal consideration and other charges and deposits andmentioned herein. In addition to the above consideration, thePurchaser/s has/ have further agreed and accepted to pay theamount towards MVAT, Service tax, cess, any other taxes asapplicable from time to time and at all time, stamp duty,registration charges/ fees, deposit and charges for societyformation, maintenance charges, charges for electricityconnections/ meter, legal charges, and various other charges

which has been stated under this Agreement. The Purchaser/swill deduct tax at source in accordance with applicable law andwill provide the challans and certificates to the Vendor/Developer,within the period prescribed by law.

3. PAYMENT:

3.1 The Purchaser/s shall pay to the Vendor/Developer the total sum

of Rs.____________/-(RUPEES _____________________________ONLY)as the purchase price/the Sale Consideration, in respect of thesaid Flat/ Premises to be paid to the Vendor/Developer in thefollowing manner:

Balance Within 30 Days 19.90%

On Commencement of Excavation 10%

On Commencement of Plinth 6%

On Commencement of 1st Floor 6%

On Commencement of 5th Floor 6%




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On Commencement of 25t h Floor 5%

On Commencement of 30th Floor 5%On Commencement of 35th Floor 5%



On Commencement of Top Floor 5%

On Possession 4.10%

Total 100%

3.2 In addition to the Sale Consideration as mentioned hereinabove,

all the present, future, increase/ revised, new taxes, Levies, cess,

dues duty, including but not limited service tax, VAT/ WCT/ cessor any other new levies/ tax (direct and indirect) and otherapplicable taxes become payable in respect of this Agreementeither in future or with retrospective effect, the same shall beborne and paid by the Purchaser/s alone.

3.3 The Purchaser/s hereby agrees to pay all the amounts (including

interest) payable under the terms of this Agreement as and whenit becomes due and payable, time for the payment of eachinstallments being the essence of this Agreement.

3.4 Time shall be the essence of contract for all payments/ deposits to

be made by the Purchaser/s under this Agreement. ThePurchaser/s hereby agrees and undertakes to pay each and everyinstallment within the period mentioned in the demand letter.Without prejudice to the above, if the Purchaser/s fails to makethe payment within a period of 15 days, then and in such anevent, the Purchaser/s agrees to pay to the Vendor/Developerinterest @ 21% per annum, compounded monthly on all theoutstanding amounts, under the terms of this Agreement.Provided that, payment of interest shall not save the terminationof this agreement by the Vendor/Developer on account of anydefault/ breach committed by the Purchaser/s in payment of anyoutstanding amount or of any of the terms and conditions herein

contained. It is specifically agreed that the amount received by theVendor/Developer from the purchaser will be firstly appropriatedtowards statutory levies, secondly towards interest and balance ifany will be adjusted against the consideration of the said flat asreceivable by the Vendor/Developer.

3.5 The Purchaser/s further agrees, declares and undertakes that in

the event of delay in payment of any installment or any otheramount under this agreement or otherwise, the Vendor/Developeris entitled to raise, recover and receive the amount ofinterest/statutory levies at any point of time during theconstruction of the said Flat/ Premises or after the completion ofthe said Flat/ Premises but before handing over possession of thesaid Flat/ Premises to the Purchaser/s.

3.6 It is agreed between the Parties that at any time during the

construction and/or until completion of the said Building butbefore receipt of the full occupation certificate of the said Building,if the cost of construction, including but not limited to, anymaterial, sand, cement, steel, bricks etc. has increased, enhancedor escalated for any reason whatsoever, then in that event, thePurchaser/s hereby unconditionally agrees, accepts and declares


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to pay the proportionate increased/enhanced or escalated price tothe Vendor/Developer or its nominee or assignee, as and whencalled upon by the Vendor/Developer or nominee or assignee,

without any protest or objection.

3.7 In addition to above, the Purchaser/s shall pay on or before the

delivery of possession of the said Flat/ Premises the followingamounts:

BHK Particulars

------/- For legal charges

INCLUDED Charges for Club Membership

------/- For share money Application entrance fee,formation of the Society

------/- Provisional Society Maintenances charges to bepaid in advance for 30 months (thismaintenance charges is excluding property tax)

------/- Development charges

------/- For formation and registration of society/ orcondominium

------/- MSEB & Proportionate share of substationINCLUDED Infrastructure Charges

3.8 In the case of the payments/deposits referred to in Clause 3.7

above, if there is any increase in the rate of electricity service

provider, gas services provider or any of the abovementioned itemsor any services, the same shall be payable by the Purchaser/sbefore possession of the said Premises. In addition to the aboveany service tax/VAT/WCT Tax and or any other new levies/taxthat may become due and payable at any time hereinafter on theaforesaid charges shall be borne and paid by the Purchaser/salone.

4. OBLIGATIONS OF VENDOR/DEVELOPER:

4.1 The Vendor/Developer hereby agree to observe perform and

comply with all the terms and conditions, stipulations and

restrictions if any, which, may have been imposed by theconcerned local authority at the time of sanctioning the plans orthereafter and shall before handing over possession of the saidFlat/ Premises to the Purchaser/s, obtain from the concernedlocal authority occupation certificates, either in full or in part inrespect of the said Flat/ Premises.

4.2 The Vendor/Developer hereby declares no part of the said Floor

Space Index has been utilized by the Vendor/Developer elsewherefor any purpose whatsoever. In case, said Floor Space Index hasbeen utilized by the Vendor/Developer elsewhere, then theVendor/Developer shall furnish to the Purchaser/s all theparticulars in respect of such utilization of the said Floor SpaceIndex by them. In case while developing the said Property theVendor/Developer has utilized any Floor Space Index of any otherland or property by way of floating floor space index, then theparticulars of such floor space index shall be disclosed by theVendor/Developer to the Purchaser/s.

4.3 In addition to the above, the Vendor/Developer has furtherinformed to the Purchaser/s that as per the prevailing rules and


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regulations of the Development Control Regulations for GreaterBombay 1991 including and new DCR and/ or the MunicipalCorporation, the Vendor/Developer is additionally entitled to

purchase and load Transferable Development Right (TDR) on thesaid Property for construction purposes and the Vendor/Developershall be carrying out the construction activities on the saidProperty as per the discretion of the Vendor/Developer.

5. DEFAULT BY THE PURCHASER/S AND THE

CONSEQUENCES:

5.1 On the Purchaser/s committing any default in the payment of any

amount due and payable by the Purchaser/s to theVendor/Developer under this Agreement (including his/ her/ itsproportionate share of property taxes levied by concerned localauthority and other outgoings, deposits etc.) and/ or on thePurchaser/s committing breach of any of the terms and conditionsherein contained (whether before or after the formation of theSociety or otherwise howsoever), the Vendor/Developer shalladdress a notice to the Purchaser to either pay the amount duealong with interest thereon at 21% per annum or cure the breach,as the case may be, within 15 (fifteen) days from the date of thenotice (the First Notice). In the event the Purchaser/s fails tomake payment of the amount due along with interest at the rate of21% per annum or cure the breach within a period of 15 (fifteen)days from the date of the First Notice, a second notice will beissued by the Vendor/Developer to the Purchaser/s calling uponthe Purchaser/s to pay the amount due along with interestthereon at 21% per annum or cure the breach, as the case maybe, within 15 (fifteen) days from the date of the notice (theSecond Notice). In the event the Purchaser/s fails to makepayment of the amount due along with interest at the rate of 21%per annum or cure the breach complained of within a period of 15(fifteen) days from the date of the Second Notice, this Agreementand the allotment of the said Flat/Premises will automatically andwithout any further, act deed, matter or thing stand cancelled andrevoked without any further notice by the Vendor/Developer andas per the sole discretion of the Vendor/Developer. Upon such

cancellation and revocation the Vendor/Developer shall be entitledto forfeit a sum equivalent to 5% of the Sale Consideration alongwith applicable taxes and in addition the Vendor/Developer will beentitled to recover/adjust from the balance amount the brokeragepaid by the Vendor/Developer and interest at the rate of 21% for

the delayed period. The Purchaser/s shall also have to bear

the loss, if any, being the difference of the amount in the rateat which the Purchaser/s booked the said Flat/ Premisesand the rate prevailing at the time of cancellation by thePurchaser/s. After making the deductions and adjustments asaforesaid, the balance amount will be refunded to the Purchaser/swithin 90 (ninety) days, subject to Purchaser/s

complying/fulfilling all the documentation formalities ofcancellation at the Purchaser/s own cost, risk and consequences.Upon such cancellation/revocation, the Purchaser/s shall nothave any right, title, claim or interest on the said flat/ premises orany part thereof and the Vendor/Developer shall be at liberty todispose off and sell the said Flat/ Premises to such person orparty/entity and at such price as the Vendor/Developer may intheir absolute discretion think fit without any reference, notice orrecourse to the Purchaser/s, even though the Purchaser/s has notfulfilled/complied with the formalities of cancellation etc.


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5.2 In the event the Purchaser/s desire to cancel this agreement for

the said Flat/ Premises, then the Vendor/Developer will deduct

5% of the Sale Consideration along with applicable taxes and inaddition the Vendor/Developer will be entitled to recover/adjustfrom the balance amount the brokerage paid by theVendor/Developer and interest at the rate of 21% for the delayed

period. In additions to the above, the Purchaser/s shall alsohave to bear the loss, if any, being the difference of theamount in the rate at which the Purchaser/s booked the

said Flat/ Premises and the rate prevailing at the time ofcancellation by the Purchaser/s. After making the deductionsand adjustments as aforesaid, the balance amount will berefunded to the Purchaser/s within 90 (ninety) days, provided that

the Purchaser/s has complied with all the formalities ofcancellation as required by the Vendor/Developer. Upon suchrevocation/cancellation, the Purchaser/s shall not have any right,title, interest or claim to the said Flat and the Vendor/Developershall be at liberty to allot, sell and dispose of the said Flat infavour of any third party, without any recourse or reference to thePurchaser.

5.3 If the Purchaser/s seeks a loan from financial institutions or

banks or any other lender (the Lender) against the security ofthe said Flat/ Premises for which a written NOC/ consent andapproval of the Vendor/Developer has been issued, then in the

event of: (a) the Purchaser/s committing a default of the paymentof the installments of the consideration amount, (b) thePurchaser/s deciding to cancel the agreement and/ or, (c) theVendor/Developer exercising its right to terminate this Agreement,the Purchaser/s shall clear the mortgage debt outstanding at thetime of the said termination to the concerned bank/financialinstitution. The Purchaser/s shall obtain the NOC or suchnecessary letter and other documents including but not limited tothe original registered Agreement for Sale and NOC from theVendor/Developer & receipt, etc. from the Lender stating that thePurchaser/s has/ have cleared the mortgage debt.Notwithstanding the above, the Purchasers obligation to make the

payment of the installments under this Agreement in accordancewith the provisions of this Agreement is absolute andunconditional. It is also agreed that the Purchaser/s shall besolely responsible to ensure timely disbursement of theinstallments towards consideration from the Lender. Any delay inreceiving the installment from the Purchaser/s or the Lender forany reason whatsoever will entitle the Vendor/Developer to chargeinterest @ 21% per annum, compounded monthly on theoutstanding amount.

6. AMENITIES, COMMON AREAS AND RESTRICTED AREAS:

6.1

The Vendor/Developer has agreed to provide the internalamenities/ facilities in the said Flat/ Premises as per detailsmentioned in the ANNEXURE F.

6.2 It is expressly agreed that the Purchaser/s shall be entitled to use

and access the external common areas and facilities appurtenantto the said Flat/ Premises and the nature, extent and descriptionof such common facilities is set out in the ANNEXURE Gannexed hereto.


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6.3 The Vendor/Developer currently envisages that the common areas

and facilities and amenities as stated in the ANNEXURE Gannexed hereto, shall be provided in the layout of the said

Property. Whilst undertaking the development of the said Propertyto its full and maximum potential, there may be certain additions/modifications to the common areas facilities and amenitiesdetailed in Annexure G annexed hereto and/or relocations/realignments/ re-designations/ changes in the common areasfacilities and amenities. Further, the common areas and facilitieswill be developed in phases and this development may takeconsiderable time.

7. RIGHTS OF VENDOR/DEVELOPER:

The Purchaser/s and the Vendor/Developer agree, confirm anddeclare that the Vendor/Developer shall be entitled to the rightsand entitlements in this Agreement, which shall be exercised inaccordance with applicable law,-

7.1 The said Property is being develo

ped as a project named asRUNWAL FORESTS and in a phased manner by constructingand developing multiple buildings / towers / wings / structuresthereon including the said Building for residential/commercialuser and such user as may be permissible in accordance withapplicable law. The Vendor/Developer shall be entitled to developthe said Property in accordance with applicable law, the approvals

and permissions as may be issued from time to time, and thisAgreement.

7.2 The Vendor/Developer shall be entitled to utilize, exploit and

consume the entire inherent development potential of the saidProperty and adjoining properties, if any (as defined hereinbelow)(including by way of FSI and TDR nomenclated in any mannerincluding additional / incentive / special / premium / fungible /compensatory FSI), as well as any further/future developmentpotential capable of being utilized on the said Property or any partthereof and adjoining properties or any part thereof (includingFSI/TDR nomenclated in any manner and purchased TDR),

whether balance or increased, at present or in future, and as mayarise due to any reason including change in applicable law orpolicy. Such development potential shall vest with theVendor/Developer and has been reserved by theVendor/Developer unto itself, and may be utilised by theVendor/Developer as the Developer deems fit and proper. TheVendor/Developer shall always be the owner and will have all therights, title, interest in respect of the unsold premises, unalloted/unassigned car parking spaces, common areas facilities andamenities open spaces, lobbies, staircases, terrace, swimmingpool, gymnasium, or any similar facility/ies and all other areas,etc. The Purchaser/s will not have any right, title, interest, etc. in

respect of the common areas and such other areas as may bedesignated as common areas by the Vendor/Developer and allother areas, save as specifically stated in this Agreement;

7.3 The construction and development of the said Property ispresently sanctioned in the manner stated inter-alia in the IODand CC, which shall be amended, modified, revised, varied,changed from time to time, and presently, it is contemplated thatthe Towers/ Buildings 1 to 12 may be constructed up to 52habitable floors respectively. The Purchaser/s and the


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Vendor/Developer agrees that the fundamental entitlement of theVendor/Developer to utilize, exploit and consume the fulldevelopment potential of the said Property (both inherent and

further/future) including as stated at Recital H above, wouldrequire the Vendor/Developer to amend, modify, vary, alter,change, substitute and rescind the plans in respect of the saidProperty or any part thereof (including layout plans, buildingplans, floor plans, the IOD and CC) and undertake suchmodified/altered/new construction and development inaccordance therewith. Consequently, and after negotiations anddiscussions between the Purchaser/s and Vendor/Developer, it isagreed that in the course of development of the said Property anduntil completion of the development thereof in the manner statedin this Agreement, the Vendor/Developer shall be entitled to dothe following as it may deem fit in accordance with applicable law:

-

a. Develop the said Property and adjoining properties if anyand construct the building(s) thereon;

b. Apply for and obtain approvals and permissions in phases,including amendments to existing approvals andpermissions and part occupation certificates,

c. Amend, modify, vary, alter, change, substitute, rescind, re-design and re-locate the existing layout plans, buildingplans, floor plans (including increase / decrease of floorlevels) (including the IOD and CC), design, elevation for thepurpose of exploiting and consuming the full and maximaldevelopment potential of the said Property (both inherentand further/future) at present and in future,

d. To apply for and obtain amended / substituted / revised /modified layout plans, building plans and floor planssanctioning construction of the said Building together withthe other buildings (as the case may be) upto_____habitablefloors or such further floors as may be permissible whilstexploiting the full and maximal development potential of thesaid Property as stated in this Agreement,

e. Make amendments, modifications, variations, alterations,changes, deletions and rescissions with respect to thedevelopment of the said Property,

f. To construct, develop and raise buildings, structures,towers and wings on the said Property, with and/or withoutcommon podium levels and/or other common levels.

g. To construct, develop and raise additional levels, floors andstoreys in buildings, structures, towers and wings on the

said Property,

h. Relocate/realign/reshape, amend, modify, vary, alter andchange, the said Premises including the location thereof,flats, spaces, areas, buildings, service and utilityconnections and lines, open spaces, common areas facilitiesand amenities, limited common areas facilities andamenities, parking spaces, recreation areas, amenity areasand spaces, infrastructure, pathways, passageways,overhead and underground water tanks, sumps, pumps,and all or any other areas, amenities and facilities,


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including from what is presently depicted on the IOD andCC,

i.

To modify, amend, vary, increase and decrease the share ofthe Premises in the common areas facilities and amenitiesin the said Property,

j. To construct in, over or around or above the terrace of thesaid Building any additional area or facility, as may bepermitted under applicable law, including the rules of theMCGM and/or any other authority,

k. Construct site offices/sales lounge/sample flats on the saidProperty (or part thereof) and to access the same at anytime.

l. To (by itself or through its workmen, staff, employees,representatives and agents) enter into and upon the saidProperty, the said Building and any other building/ towerand any construction thereon, the Future Buildings,including to view and examine the condition and statethereof,

m. To use the common areas, facilities and amenities, internalaccess roads and all facilities, amenities and services in thelayout of the said Property,

n.

To market, sell, transfer, mortgage, alienate and dispose ofor grant rights with respect to theunits/premises/spaces/areas on the said Property and allits right, title and interest therein in the manner statedhereinabove. Provided that for any mortgage of the saidFlat/Premises, agreed to be sold hereunder, by theVendor/Developer, prior consent of the Purchaser/s will berequired,

o. To allot and grant car parking spaces on the said Propertyto purchasers of units/premises on the said Property, andwhich will be eventually conveyed to the Apex Body, asstated hereinbelow.

p. To grant or offer upon or in respect of the said Property orany part thereof, to any third party, all such rights,benefits, privileges, easements including right of way, rightto draw water, right to draw from or connect to all drains,sewers, installations and/or services in the said Property.

7.4 The Vendor shall provide the amenities (common, limited common

and individual) as stated in this Agreement. However, the saidProject and overall development of the said Property being

dynamic in nature, may warrant changing or shifting theplace/location on which such amenities are provided. TheDeveloper shall complete the construction of common areas andfacilities as well as the amenities over a period of time and in aphase wise manner. The Purchaser(s) agree(s) and accept(s) thatsuch common areas and/or amenities may not be providedsimultaneously/contemporaneously with offering of possession ofthe said Premises and might be provided only subsequently uponthe completion of the development of the said Property, whicheveris later or earlier as per the overall development.


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7.5 The Vendor/Developer hereby agrees to observe all the terms,

conditions, stipulations and restrictions, if any, which may beimposed by any statutory authority with respect to the

development of the said Property (including in the IOD and CC asmay be amended, revised and replaced from time to time).

7.6 The draft Development Plan for Greater Mumbai 2034 and Draft

General Development Control Regulations 2034 (collectivelyProposed D.P.) are under revision by the Government ofMaharashtra. Insofar as the Proposed D.P. and consequentialimpact on the said Project and the said Property are concerned,-

a. The Proposed D.P. envisages higher FSI for the LargerProperty. Such higher FSI shall be utilized in a manner theVendor/Developer deems fit in order to exploit the full andmaximal development potential of the said Property.

b. The Proposed D.P. envisages and proposes changes toplanning norms and construction norms and theVendor/Developer will be entitled to/required to revise,amend, modify, change, vary, and substitute the presentdevelopment in accordance therewith.

c. The Proposed D.P. may also requirerevision/relocation/modification in the location andotherwise of the the said Building, any other building ortower, Future Buildings, construction ofadditional/different floors/wings in the said Building andFuture Buildings or any part thereof, areas, spaces,common areas facilities and amenities, limited commonareas facilities and amenities, open spaces, parking spaces,recreation areas, amenity areas and spaces, including theproposed D.P. Road affecting the said Property.

d. The Proposed D.P. may also require revision, modification,amendment of the layout plans, building plans and floorplans and consequential construction and development inaccordance therewith.

e. In view of the enforcement of the Proposed D.P., theVendor/Developer shall also be entitled to develop the saidBuilding and the said Property to its full developmentpotential, as stated in Recital [H] above.

f. The Vendor/Developer may get the development of the saidProperty approved either under the DCR and/or theProposed D.P., as may be permissible in law and as may befeasible to the Vendor/Developer.

7.7 The Vendor/Developer may appoint a third party / agency for the

purpose of operating and maintaining the said Building, FutureBuildings and the said Property including any common areasfacilities and amenities on such terms and conditions as it maydeem fit.

7.8 The Vendor/Developer shall be entitled to securitize the sale

price/ Sale Consideration and other amounts payable by thePurchaser/s under this Agreement (or any part thereof) in favourof any persons including banks/financial institutions and shallalso be entitled to transfer and assign to any persons the right todirectly receive the sale price / Sale Consideration and other


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amounts payable by the Purchaser/s under this Agreement or anypart thereof. Upon receipt of such intimation from theVendor/Developer, the Purchaser/s shall be required to make

payment of the sale price/ Sale Consideration and other amountspayable in accordance with this Agreement, in the manner asintimated.

7.9 Subsequent to conveyance/ transfer of the said Building in favour

of the Society as stated in Clause 11.1 below andconveyance/transfer of the said Property to the Apex Body asstated at Clause 17.1 below and completion of development of thesaid Property, the Vendor/Developer will retain air rights(including the air rights above the said Building and FutureBuildings) for branding of the said Project and designation of theVendor/Developer with respect to the said Project.

Simultaneously, with conveyance/ transfer of the said Property tothe Apex Body as stated at Clause 17.1 below, an agreement willbe executed between the Vendor/Developer and Apex Bodywhereby the Apex Body shall grant an irrevocable license to theVendor/Developer in perpetuity with respect to air rights andbranding rights upon the said Property and the right to designateand brand the Project as an RUNWAL FORESTS.

7.10 Until conveyance/ transfer of the said Property in favour of the

Apex Body as stated at Clause 17.1 below, theVendor/Developer/or its nominee shall be entitled to put ahoarding on any part of the said Building or Future Buildingsincluding on the terrace and/or on the parapet wall and/or on thesaid Property and the said hoardings may be illuminated orcomprising neon sign and for that purpose, the Vendor/Developeris fully authorised to allow temporary or permanent constructionor erection for installation either on the exterior of the saidBuilding or on the said Property as the case may be. TheVendor/Developer shall be entitled to use and allow third partiesto use any part of the said Building and/or the said Property forinstallation of cables, satellite, communication equipment, cellulartelephone equipment, radio turnkey equipment, wirelessequipment and all other equipments etc. and the

Vendor/Developer shall be entitled to receive, recover, retain andappropriate all the rents, profits and other compensationincluding any increase thereof which shall belong to theVendor/Developer.

7.11 The Vendor/Developer shall be entitled to designate any

spaces/areas on the said Property, the said Building, FutureBuildings or any part thereof (including on the terrace andbasement levels of the said Building) for third party serviceproviders, for facilitating provision and maintenance of utilityservices (including power, water, drainage and radio andelectronic communication) to be availed including by the

occupants of the units/premises to be constructed thereon. Suchdesignation may be undertaken by the Vendor/Developer on lease,leave and license basis or such other method as theVendor/Developer may deem proper in accordance with applicablelaw. Further, the infrastructure (including cables, pipes, wires,meters, antennae, base sub-stations, towers) in respect of theutility services may be laid/provided in the manner theVendor/Developer may require, and may be utilized in commonincluding by occupants of units/premises in the said Building /on the said Property / on the adjoining properties, as the casemay be. The Vendor/Developer and its


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workmen/agents/contractors/employees and any third partycontracts shall be entitled to access and service suchinfrastructure and utilities over the said Property.

7.12 The Vendor/Developer shall be entitled to control advertising,

marketing, signage, hoarding and all other forms of signagewhatsoever within the said Property till such time as the saidProperty has been conveyed to the Apex Body as stated at Clause17.1 below. Such advertising and signage may comprisehoardings, print media, electric signs, and may be constructed ina permanent or temporary manner and may be maintained,serviced, repaired and replaced and the Vendor/Developer and itsnominees shall have access to such hoardings, print media andelectric signage for this purpose.

7.13

The name of the Building shall always be [_____________], andshall not be changed without the prior permission of theVendor/Developer.

7.14 In the event any flats/premises/spaces/areas are

unsold/unallotted /unassigned on formation of the Apex Bodyand execution of conveyance/transfer deed of the said Property infavour of the Apex Body as stated at Clause 17.1 below, theVendor/Developer shall be entitled to such unsold areas and toundertake marketing etc. in respect of such unsold areas. TheVendor/Developer shall not be liable or required to bear and/or

pay any amount by way of contribution, outgoings, deposits,transfer fees / charges and/or non-occupancy charges, donation,premium any amount, compensation whatsoever to theSociety/Apex Body for the sale / allotment or transfer of theunsold areas in the said Building or elsewhere, save and exceptthe municipal taxes at actuals (levied on the unsold premises) anda sum of Rs.1000/- (Rupees One Thousand only) per month inrespect of each unsold premises towards the outgoings.

7.15 The Vendor/Developer and their surveyors and agents and assigns

with or without workmen and others, shall be permitted atreasonable times to enter into the Premises or any part thereof for

the purpose of making, laying down maintaining, repairing,rebuilding, cleaning, lighting and keeping in order and goodcondition (including repairing) all services, drains, pipes, cables,water covers, gutters, wires, walls, structure or other conveniencesbelonging to or serving or used for the said Building. ThePurchaser/s agrees that he/she/it/they shall not undertake anycivil works/fit out works in such areas within the said Premises,and/or permanently cover/conceal such areas within the saidPremises, nor shall they in any manner restrict the access to thewater/drainage pipes and/or damage the water/drainage pipes inany manner howsoever.

7.16

The Vendor/Developer shall be entitled to provide limited commonareas and facilities upon the said Property and/or anyconstruction thereon, in accordance with applicable law.

7.17 The Purchaser/s agrees that since the scheme of development of

the said Property placed before him envisages the development ofthe said Property in a phased manner to its full and maximaldevelopment potential (as stated above), the Purchaser/s has,after understanding the nature of the scheme, agreed to the rightsand entitlements of the Vendor/Developer as listed in this


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Agreement and this Clause 7 and the reservation of these rightsby the Vendor/Developer unto itself until completion ofdevelopment of the said Property as stated herein. The

Purchaser/s agrees, undertakes and confirms that he/she/it/theywill not obstruct, hinder or interfere with the development of thesaid Property and/or the adjoining properties and allinfrastructures thereon including common areas facilities andamenities as envisaged under the scheme of development.

7.18 It is expressly agreed that the right of the Purchaser/s under this

Agreement is only restricted to the said Flat/ Premises agreed tobe sold by the Vendor/Developer to the Purchaser/s and all otherpremises shall be the sole property of the Vendor/Developer andthe Vendor/Developer shall be entitled to sell, lease, deal ordispose of the same without any reference or recourse or consent

or concurrence from the Purchaser/s in any manner whatsoeverto any third party.

7.19 If the Floor Space Index (FSI), by whatever name or form isincreased (a) in respect of the said Property and/ or additionalconstruction (i.e. more than what is envisaged at present) ispossible on the said Property (b) on account of proposed DP,Transfer of Development Rights (TDR) (or in any other similarmanner) available for being utilised or otherwise and/or if thesanctioning authorities permit the construction of additionalbuilding, floors/ wing, then in such event, the Vendor/Developershall be entitled to construct such additional building, floors,wing/s as per the revised building/s, layout plans. ThePurchaser/s expressly consent/s to the same as long as the totalarea of the said Flat/ Premises is not reduced. This consent/sshall be considered to be the Purchaser/s consent /scontemplated by Section 7 (1) (ii) of the MOF Act which shall beirrevocable.

7.20 The Vendor/Developer shall always have a right to get the benefit

of additional Floor Space Index for construction from sanctioningauthorities and also to make the additions, alterations, raisestorey/s or put up additional structures as may be permitted by

sanctioning authorities and other competent authorities and suchadditions structures and storey/s will be the sole and absoluteproperty of the Vendor/Developer alone, who will be entitled touse the terrace/s including the parapet wall for any purposeincluding display of advertisements and sign boards and for suchpurpose may utilize any common facility or amenity such aswater, electricity etc. available in the said Flat/ Premises to whichthe Purchaser/s shall not have any right to object, and it isexpressly agreed that the Vendor/Developer shall be entitled toput a hoarding or give on lease site for cell base station andtelecom towers on the said Property or on the Buildings or anypart thereof including the terrace and the said hoardings may be

illuminated or comprising neon sign and for that purposeVendor/Developer are fully authorized to allow temporary orpermanent construction or erection or installation either on theexterior of the building/s as the case may be and the Purchaser/sagrees not to object or dispute the same. The Purchaser/s shallnot be entitled to raise any objection or claim or any abatement inthe price of the said Flat/ Premises agreed to be acquired by him/her/ them and/ or claim any compensation, benefit or damage onthe ground of inconveniences or any other ground whatsoeverfrom the Vendor/Developer.


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7.21 The Vendor/Developer shall be entitled to install its logo in one or

more places in or upon the building/s and the Vendor/Developerreserves to itself full and free right of way and means and access

to such place or places for the purpose of repair, painting orchanging the logo.

7.22 The Purchaser/s hereby further agrees and covenants with the

Vendor/Developer to sign and execute all papers and documentsin favour of the Vendor/Developer or otherwise as may benecessary for the purpose of enabling the Vendor/Developer toconstruct the said building/s in accordance with the said plansrelating thereto or such other plans with such additions andalterations as Vendor/Developer may in their sole discretion deemfit and proper and/ or for the purpose of applying for or obtainingthe approval or sanction of the Municipal Corporation or any otherappropriate authorities in that behalf as well as for theconstruction of such building/s in the said Property upon or afterthe grant of such approval or sanction relating thereto providedthe size and location of the said Flat/ Premises agreed to bepurchased by the Purchaser/s is/ are not in any manneradversely affected. The said Purchaser/s agree/s that the saidconsent is irrevocable.

7.23 The Purchaser/s agrees and gives his/ her/ their irrevocable

consent/s to the Vendor/Developer for carrying out theamendments, alterations, modifications and/ or variations to the

scheme of development in respect of the said Property and/ or tothe further building/s plans (whether envisaged at present or not).The Purchaser/s irrevocably agrees not to obstruct and/ or raiseany objections whatsoever and/ or interfere with theVendor/Developer for carrying out amendments, alterations,modifications, variations as aforesaid or to the further building/splans, if any, in respect of one or more floors, wing or wings and/or building or buildings to be developed and/ or constructed(whether envisaged at present or not).

7.24 The Vendor/Developer shall always have the right and be entitled

to purchase and acquire Transfer of Development Rights from the

market and consume the same on the said Property and constructadditional floors, make alterations and deal with the same in themanner the Vendor/Developer deems fit and proper and thePurchaser/s hereby irrevocably consent/s to the rights of theVendor/Developer mentioned above as well as the rights of theVendor/Developer to revise and modify the building plans fromtime to time.

7.25 The Purchaser/s is/ are aware that proposed building is

constructed with concession in open spaces/ joint open spacesand the Vendor/Developer has executed registered undertaking infavour of the Municipal Corporation.

7.26 It is further agreed between the parties that all undertaking,

declaration, indemnity bond/ bonds, deeds and writing/s given/executed and/or may be executed by the Vendor/Developer infavour of MCGM and the concerned bodies/ authorities in respectof the said Property and its development shall be binding upon thePurchaser/s and society or condominium including the apex bodyas may be formed of the purchaser/s of flat/ premises.

7.27 In the event of the Society being formed and registered before the


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sale and disposal by the Vendor/Developer of all the flat/premises in the Building/s, the power and authority of the Societyso formed or that of the Purchaser/s and the purchaser/s of other

premises in the Building/s shall be subject to the overall authorityand control of the Vendor/Developer in respect of any of thematters concerning the Building(s), the construction andcompletion thereof and all the amenities pertaining to the sameand in particular Vendor/Developer shall have the absoluteauthority and control as regards the unsold Flat/ premises anddisposal thereof. In case the Society is formed before the disposalby the Vendor/Developer of all the flats/ premises then theVendor/Developer shall at its option (without any obligation) joinin as a member in respect of such unsold flat/ premises and aswhen such flat/ premises are sold, the Society shall admit suchpurchaser/s as the member/s without charging any premium/

transfer fees or extra payment of any nature whatsoever.

7.28 Till the entire development of the said Property is completed, the

Purchaser/s shall not interfere in any manner in any work ofdevelopment or construction and the Vendor/Developer aloneshall have full control, absolute authority and say over the un-allotted areas, roads, open spaces, gardens, infrastructurefacilities, recreation facilities and/ or any other common facilitiesor the amenities to be provided in the said Property and thePurchaser/s shall have no right or interest in the enjoyment andcontrol of the Vendor/Developer in this regard.

7.29

The Purchaser/s is/ are aware that the Vendor/Developer shallbe entitled to all the benefit of Floor Space Index or any suchentitlements for the more beneficial and optimum use andenjoyment of the same in such manner as the Vendor/Developerdeem fit and the Vendor/Developer shall be entitled to grant, offer,upon or in respect of any portion of the said Property, to any thirdparty all such rights, benefits, privileges, easements, etc. or anypart thereof including right of way, right to draw from or connectto all drains, sewers, installations and/ or services in the saidProperty in such manner as may be desired by theVendor/Developer and the Purchaser/s expressly and irrevocably

consents to the same.

7.30 The Vendor/Developer shall be at liberty to sell, assign, transfer

mortgage or otherwise deal with its right, title and interest in thesaid Property and/ or the Building, provided that the same doesnot in any way materially prejudice the right of the Purchaser/s inrespect of the said Flat/ Premises which is agreed to be sold to thePurchaser/s.

7.31 In the event of the Vendor/Developer having paid or being

required to pay any amount by way of premium, bettermentcharges, development charges, transfer charges, etc. payable to

any sanctioning authority or other authority or the Government ofMaharashtra, then the same shall be reimbursed by thePurchaser/s to the Vendor/Developer as may be determined bythe Vendor/Developer and non-payment of the same, shallconstitute a breach of this Agreement.

7.32 Save and except or otherwise not to reduce any area of the saidflat/premises, the Vendor/Developer shall have full and absolutediscretion, to do all acts, so as to exploit fullresidential/commercial potential if any of the Said Property.


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7.33 Irrespective of disputes if any, which may arise between the

Vendor/Developer and the Purchaser/s and/ or the Society, allamounts, contributions and deposits, including amounts payableby the Purchaser/s to Vendor/Developer, under this Agreement,shall always be paid punctually by the Purchaser/s, to theVendor/Developer and shall not be withheld, by the Purchaser/sfor any reason, whatsoever.

7.34 The Vendor/Developer shall be entitled to transfer and/ or assign

the benefit of additional F.S.I./ T.D.R. or any other rights of thesaid Property to any third party and/or to allow any third partiesto use and/ or consume T.D.R. or any other benefits oradvantages of any other properties, on the said Property, whoshall be entitled to all the rights mentioned above, including to doconstruction mentioned above.

7.35 For all or any of the purposes mentioned under this Agreementthe Vendor/Developer shall be entitled to keep and/ or store anyconstruction materials, on any portion of the said Property, and/or to have additional Electricity Supply and/ or additional WaterSupply and for the purpose of construction, to do all such furtheracts, deeds, matters and things as may be necessary. In such anevent or otherwise, the Purchaser/s shall not take any objection orotherwise, on the ground of any nuisance, noise and/ or shall not

claim any easement rights and/ or any other rights in the natureof easement or prospective or other rights of any naturewhatsoever. The Purchaser/s directly and/ or indirectly, shall notdo any act, deed, matter or thing, whereby the Vendor/Developermay be prevented from putting any such additional and/ or newconstruction and/ or shall not raise objection and/ or obstruction,hindrance or otherwise.

7.36 The Purchaser/s shall not take any objection, on the ground of

nuisance, annoyance, and/ or claiming any rights, of easement,and/ or any rights in nature of an easement and/ or obstructionof light, air, ventilation, open space and/ or open area, and/ or on

any other grounds, of any nature whatsoever and/ or shall notdirectly or indirectly do anything and/ or shall not ask for aninjunction, and/ or prohibitory order and/ or calling theMunicipal or any other authorities to issue stop work notice, and/or withdraw and/ or suspend or cancel any orders passed and/ orapproved Plans so as to prevent the Vendor/Developer, or any oftheir nominees or transferees, from developing and/ or to carryout construction, on the said property and/ or on adjoiningproperties.

7.37 The Purchaser/s is/ are aware that as per the present

Development Rules if the FSI/ TDR of Staircase and Liftwell is

available for development, on payment of premium or otherwise,the Vendor/Developer shall be entitled to utilize the same, eitherby constructing additional floors and/ or by utilizing the same inremaining buildings to be constructed on the said Property and/or on any vacant area of the said Property, and the Purchaser/sshall not object to the same by any means whatsoever.

7.38 i) It is mutually agreed, accepted and confirmed between the

parties that the carpet area mentioned is approximate and if inany case the carpet area of the said Flat/ Premises is increased


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due to any reason whatsoever, the Purchaser/s herebyunconditionally agrees, accepts and undertakes to pay theVendor/Developer the price/ consideration for increased carpet

area as per the booking rate.

ii) It is further agreed between the parties that the carpet area ofthe said premises/flat is approximate and the actual carpetmentioned in this agreement may be reduced up to 5% due todesign and construction exigencies. In that event only there beinga decrease in the actual carpet area of the said flat/premises andthe carpet area mentioned herein, then the consideration shall beproportionately reduced accordingly at the booking rate (withoutinterest thereon) and such reduction in the consideration amountshall be settled with the purchaser/s prior to handing overpossession of the said premises.

7.39 Under the present Agreement, the Vendor/Developer has agreed to

sell and transfer only the said Flat/ Premises to the Purchaser/s.The Purchaser/s hereby agree that he/ she /they shall not claimany right, title and interest in the said Property or any part thereofor in the buildings on the said Property or any part thereof, saveand except the said Flat/ Premises. The Purchaser/s shall haveright only in respect of the said Flat/ Premises agreed to be sold tohim/ her/ them and only upon full payment of the considerationand other charges and deposit, which is agreed in this Agreement.

7.40

Under the present Agreement and at this stage, Vendor/Developerintends to use actual FSI and TDR alongwith any additional FSI/TDR available on payment of premium on the said Propertyand IOD and Plans have been approved presently only of an actualFSI of the said Property. The Vendor/Developer, however, reservetheir right, to use the unutilized FSI/ any other developmentpotential/ TDR and the FSI/ any other development potential thatmay become available in future in respect of the said Property andTDR of any other property on the said Property for construction ofbuildings/ additional buildings on the said Property. For all timesin future, Vendor/Developer shall be entitled to use/ consume orexploit it, till conveyance/ transfer or any other final transfer

document in respect of the said Property in proportion to the areaoccupied by the said buildings in respect of the said Propertyalong with Building/s thereon, have been executed, in favourof the Society that is to be formed by the Purchaser/s of variouspremises in the building.

7.41 The Purchaser/s hereby grants their irrevocable consent to the

Vendor/Developer for mortgaging the said Property or any partthereof along with the building/s being constructed on the saidProperty in favour of any bank, financial institutions, body, trustpersons etc., to enable the Vendor/Developer to augment the fund

for the Vendor/Developer for development of the said Property orfor any other reason the Vendor/ Developer deems fit and proper.The Vendor/Developer shall clear the mortgage debt in all respectbefore the execution of Deed of Conveyance/ Deed of Transfer asstated in Clause 17 below.

7.42 The Purchaser/s hereby also grants its irrevocable authority,

permission and consent to the Vendor/Developer and agrees andundertakes that:


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a. Unless the context otherwise suggests or warrants, allobligations, conditions and liabilities herein imposed uponthe Purchaser/s whether expressly or impliedly, shall be

deemed to be covenant running with the said Flat/Premises and shall be binding upon the Society.

b. Irrespective of disputes if any, which may arise between theVendor/Developer and the Purchaser/s and/ or theSociety, all amounts, contributions and deposits, includingamounts payable by the Purchaser/s to theVendor/Developer under this Agreement, shall always bepunctually paid by the Purchaser/s and shall not bewithheld by the Purchaser/s for any reason whatsoever.

c. The Vendor/Developer has provided and/ or will provide

certain amenities plot /area/ and facilities to the MunicipalCorporation as per the terms of the Plans approved by theMunicipal Corporation. Society

d. The Vendor/Developer has further informed to thePurchaser/s that in addition to the above any additionalbenefits arising out of the said amenities plot by any reasonwhatsoever nature, the Vendor/Developer will exclusivelybe entitled to make or use such claim or benefits/advantages of the said amenities plot and the Purchaser/sor their nominee or assignee or Society will not have anyclaim, objection or protest of any nature at any time infuture hereafter.

e. In the event of a portion of the said Property being notifiedfor setback prior to the transfer of the said Property to theSociety, the Purchaser/s hereby specifically andunconditionally agree and undertakes that theVendor/Developer alone shall be entitled to the TDR/ FSIand any other benefits/advantages present or future arisingout of the said setback area shall solely and exclusivelybelong to the Vendor/Developer alone and Purchaser/s ortheir nominees or assignee hereby waive all such claim, etc.

Various terms and conditions of this Agreement shall always beread subject to the terms and conditions, mentioned in theaforesaid paragraphs.

8.

POSSESSION:

8.1 The possession of the said Flat/ Premises shall be delivered to the

Purchaser/s after the said Flat/ Premises is ready for use,provided all the amounts due and payable by the Purchaser/sunder this Agreement and the stamp duty and registration

charges in respect of the said Flat/ Premises are duly paid by thePurchaser/s and the Purchaser/s have otherwise complied withthe terms and conditions of this Agreement, force majeure and allexisting and/or new policies, guidelines, amendments,notifications and other rules and regulations of the concernedauthorities. The Vendor/Developer will endeavor to hand over ofpossession of the said flat/Premises to the Purchaser/s on orbefore_______________ (Due Date).

8.2 The Vendor/Developer shall be entitled to a grace period of (6) six

months beyond the due date.


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8.3 If due to force majeure condition, the Vendor/Developer fails or

delays to give possession of the said Flat/ Premises on the due

date (within any further date or dates as may be mutually agreedbetween the parties hereto), then in such case the Purchaser/sshall be entitled to give notice to the Vendor/Developerterminating this agreement, in which event the Vendor/Developershall within 12 weeks from the receipt of such notice, refund tothe Purchaser/s the amount of deposit or earnest money and thefurther amounts, if any, that may have been received by theVendor/Developer from the Purchaser/s as installments in partpayment in respect of the said Flat/ Premises along with thesimple interest at the rate of 9% per annum from the date ofreceipt till repayment simultaneously against execution andregistration of Deed of Cancellation as per the format of Developer.

In event of such termination neither party shall have any furtherclaim against the other in respect of the said Flat/ Premises orarising out of this agreement and the Vendor/Developer shall beat absolute liberty to dispose off the said Flat/ Premises to anyother person or persons at such price and upon such terms andconditions as the Vendor/Developer may deem fit. Other than asset out in the Clause 8.3 above, the Purchaser will have no otherclaims or remedy against the Vendor/ Developer.

8.4 If as a result of any legislative order or regulation or direction of

the Government or Public authorities, or change in rules, theVendor/Developer is unable to complete the aforesaid buildingand/ or give possession of the said Flat/ Premises to thePurchaser/s in the time prescribed in 8.1 and 8.2 above, theVendor/Developer may by notice in writing terminate thisAgreement at its sole discretion and the only responsibility andliability of the Vendor/Developer in such an event will be to payover to the Purchaser/s such consideration as may have been paidby the Purchaser/s with simple interest thereon @ 9% per annumon the amount paid till the date of termination within a period of90 (ninety) days, subject to the Purchaser/s having complied withall formalities of cancellation at its own costs and consequencesand on such cancellation the Vendor/Developer will be entitled to

deal with and dispose of the said Flat in the manner it deems fitand proper, without any reference or recourse to the Purchaser/s.If the Vendor/Developer is unable to hand over the said Flat asprovided above, the Vendor/Developer will pay simple interest atthe rate of 9% per annum for the delayed period as provided undersection 8 of MOFA, until possession for fit-out is handed over.Notwithstanding any of the provision herein, theVendor/Developer shall be entitled to reasonable extension of timefor giving delivery of the Flat/ Premises on the aforesaid date, ifthe completion is delayed on account of:

(i) non-availability of steel, cement, other building material,

water or electric supply;(ii) war, civil commotion or act of God;(iii) any notice, order, rule, notification of the Government or

other public, judicial or competent authority;(iv) labour strikes, or by reason of any act of God if non delivery

of possession is as a result of any notice, order, rule ornotification of the Government and/ or any other public orCompetent authority or of the court or on account of delayin issuance of NOCs, Licenses, Occupation Certificate, etcor non availability of essential amenities, services andfacilities such as lifts, electricity and water connections or


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sewage or drainage lines or for any other reason technicalor otherwise or for any reason beyond control of theVendor/Developer;

(v)

Due to Force majeure.

8.5 The Purchaser/s agrees that the refund of the payment with

interest or payment of interest, as the case may be as provided inClause 8.4 above, constitutes the Purchasers sole remedy in suchcircumstances and the Purchaser/s foregoes any and all his/ her/their rights to claim against the Vendor/Developer for any specificperformance and/ or any losses, damages, costs, expenses orliability whatsoever.

8.6 The Purchaser/s shall take possession of the said Flat/ Premises

within 15 (Fifteen) days of the Vendor/Developer giving writtennotice to the Purchaser/s intimating that the said Flat/ Premisesis ready for fit out to carry out the interior/furniture work. In theevent the Purchaser/s fails and/or neglects to take possession ofthe said Flat/ Premises within the said period, then withoutprejudice to the other rights of the Vendor/Developer hereunderand under applicable law, including the right to terminate thisAgreement as provided in Clause 5.1 above, the Purchaser/s shallbe liable to pay the Vendor/Developer all charges, outgoing taxes,levies etc. including but not limited to the compensationcalculated at the rate of Rs. 25/- per sq.ft. of the carpet area permonth or part thereof till such time the Purchaser/s takespossession of the said Flat/ Premises. The Purchaser/s shall beliable to pay maintenance, outgoings and other charges, taxes onexpiry of above notice period of 15 days irrespective as to whetherPurchaser/s takes possession of the said Flat/ Premises ornot. In case of nonpayment, Vendor/Developer shall be entitled toexercise various rights, available under this Agreement. ThePurchaser/s shall alone be responsible/ liable in respect to anyloss or damage that may be caused to the said Flat/ Premisesfrom the expiry of 15 days from the notice of possession.

9. DEFECT LIABLITY:

9.1

If within a period of 3 (three) years from the date of makingavailable the said Flat/ Premises to the Purchaser/s for fit outs,the Purchaser/s brings to the notice of the Vendor/Developer anydefect in construction or material used (wear and tear, misuse andforce majeure excluded), wherever possible, such defects (unlesscaused by or attributable to the Purchaser/s or force majeure)shall be rectified by the Vendor/Developer at their own costs.Provided further, if any defect or damage is found to have beencaused due to the negligence of the Purchaser/s or his agents oron account of force majeure or reasonable wear and tear, then theVendor/Developer shall not be liable for the same.

10.

CAR PARKING:

10.1 The Purchaser/s is/ are aware that as a part of the building and a

common amenity, the Vendor/Developer is constructing 3basement and common podium which consist of several open/covered/ stilt car parking spaces be used by the purchasers of theFlats in the buildings.

10.2 At the request of the Purchaser/s, the Vendor/Developer hereby

allocate to the Purchaser/s ______ open/ covered/ stilt car parking


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slot/shereinafter referred to as the said Car Parking Slot) freeof charge. The exact location of the Car Parking Space allocated tothe Purchaser/s shall be finalized by the Vendor/Developer and

car parking allotment letter will be handed over at the time ofhanding over possession of the said Flat/ Premises. ThePurchaser/s is/ are aware that the Vendor/Developer have in likemanner allocated and shall be allocating other car parkingspace/s to several purchasers of the flats in the building and thePurchaser/s undertakes not to raise any objection in that regardand the rights of Purchaser/s to raise any such objection shall bedeemed to have been waived.

10.3 It is further agreed that in the allotted car parking space if

anything else is stored/dumped, the Purchaser/s shallimmediately need to remove the same otherwise the

Vendor/Developer will remove the same at the cost, risk,consequences and expenses of the Purchaser/s.

10.4 The Purchaser/s hereby accords his/ her/ their irrevocable andunconditional consent to the Vendor/Developer to allocate theother car parking spaces to the purchasers of the respectiveresidential Flats in the building. The Purchaser/s hereby confirmswarrants and undertakes to use the car parking spaces soallocated to him/ her/ them for the purpose of the parking of caronly and not otherwise. The Purchaser/s hereby further warrantsand confirms that the Purchaser/s shall upon formation of theSociety/ Apex Body, as contemplated herein, cause such Society/Apex Body to confirm and ratify and shall not and/ or shall causethe Society/ Apex Body not to alter or change the allocation of carparking spaces in the manner allocated by the Vendor/Developerto the various purchasers (including the Purchaser/s herein) offlats in the building. The allocation is for smooth functioning andto avoid disputes between Purchaser/s.

11. SOCIETY AND APEX BODY:

11.1 The Society:

11.1.1

The Vendor/Developer shall form and register a co-operative housing society under the provisions of theMaharashtra Co-operative Societies Act, 1960 and theRules made thereunder and in accordance with theprovisions of MOFA and the New Housing Act (as in force atthe relevant time), in respect of the said Building in whichthe purchasers of the premises in the said Building aloneshall be joined as members (the Society).

11.1.2 The Vendor/Developer shall undertake the requisite stepsfor formation of the Society as prescribed by MOFA readwith Section 18 of the New Housing Act and the Rules made

thereunder, and in accordance with the timelines specifiedtherein. It is agreed between the Parties that the saidBuilding shall be conveyed to the Society vide a registeredindenture of conveyance simultaneously with theconveyance of the said Property in favour of the Apex Bodyas stated at Clause 17 below (Society Conveyance). TheSociety shall be required to join in execution andregistration of the Society Conveyance. The costs, expenses,charges, levies and taxes on the Society Conveyance andthe transaction contemplated thereby including stamp duty


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and registration charges shall be borne and paid by theSociety alone. Post the Society Conveyance, the Societyshall be responsible for the operation and management

and/or supervision, administer of the said Building and theDeveloper shall not be responsible for the same. .

11.1.3 The name of the Society shall be solely decided by theVendor/Developer.

11.1.4 The purchasers of units/premises in the said Building(including the Purchaser) shall join in the formation andregistration of the Society and shall from time to time signand execute the application for registration and/ormembership and other papers and documents necessary forthe formation and registration of the Society and forbecoming a member thereof, including the bye-laws of theSociety. The Purchaser/s shall duly fill in, sign and returnto the Vendor/Developer within 15 (fifteen) days of thesame being forwarded by the Vendor/Developer to thePurchaser, so as to enable the Vendor/Developer to registerthe Society.

11.1.5 The Society shall admit all purchasers of flats and premisesin the said Building as members, in accordance with itsbye-laws.

11.1.6

The Vendor/Developer shall be entitled to join as a memberof the Society in respect of unsold premises in the saidBuilding, if any.

11.1.7 Post formation of the Society, the Society shall beresponsible for the operation and management and/orsupervision, administer of the said Building, and thePurchaser/s shall extend necessary co-operation and shalldo the necessary acts, deeds, matters and things as may berequired in this regard.

11.1.8 The Vendor/Developer shall similarly undertake the

necessary steps for formation of separate co-operativehousing societies in respect of each of the Buildings/Towers of the said Building and the Future Buildings(Other Societies) in accordance with the provisions ofapplicable law including MOFA and Section 18 of the NewHousing Act and the Rules made thereunder.

11.2 The Apex Body:

11.2.1 Upon completion of the development of the said Propertyand adjoining properties by exploitation and utilization ofits full and maximum development potential as permissible

under applicable law as stated in this Agreement, theSociety and Other Societies shall join in forming andregistering a federation of societies as an apex body underthe provisions of the Maharashtra Co-operative SocietiesAct, 1960 and the Rules made thereunder and inaccordance with the provisions of MOFA and the NewHousing Act (as in force at the relevant time), in respect ofall the towers/buildings/structures constructed on the saidProperty and adjoining properties, if any, as the case maybe, in which the Society and Other Societies formed


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previously shall be joined as members (the Apex Body).

11.2.2 The Vendor/Developer shall undertake the necessary

actions as may be reasonably required in this regard.

11.2.3 The requisite steps for formation of the Apex Body asprescribed by MOFA read with Section 18 of the NewHousing Act and the Rules made thereunder shall beundertaken upon completion of the development of the saidProperty and adjoining properties, if any, by exploitationand utilization of its full and maximal developmentpotential as permissible under applicable law and as statedin this Agreement.

11.2.4 The name of the Apex Body shall be solely decided by theVendor/Developer.

11.2.5 The cost, charges, expenses, levies, fees, taxes, duties,including stamp duty and registration charges, with respectto the formation of the Society, Other Societies and ApexBody, including in respect of (a) any documents,instruments, papers and writings, (b) professional feescharged by the Advocates & Solicitors engaged by theVendor/Developer for preparing, drafting and approving allsuch documents and such the transactions, shall be borneand paid by the Society, other societies, Apex Body and

their respective members/intended members including thePurchaser, as the case may be, and the Vendor/Developershall not be liable towards the same.

12. COVENANTS BY THE PURCHASER/S:

12.1 The Purchaser/s shall use the said Flat/ Premises or any part

thereof or permit the same to be used only for the purpose ofresidence and shall not use the said Flat/ Premises for anypurpose other than for residential use except with the writtenpermission of the Vendor/Developer or the Society when formed.The Purchaser/s shall use the parking space only for purpose of

keeping or parking the Purchaser/s own vehicles. ThePurchaser/s shall not use the open spaces/ parking/ stilt/podium area, etc. for parking their vehicles without prior writtenpermission of the Vendor/Developer/ Society as the case may be.

12.2 The Purchaser/s has/ have declared that he/ she/ they have

already complied with all the requirement of Income Tax, andother concerned authorities including RBI (in case of Non ResidentIndian) before entering into this Agreement for Sale with theVendor/Developer. Any breach or violation of any Acts or Rules orLaws by the Purchaser/s shall be entirely at their own cost andrisk.

12.3 Notwithstanding anything contained under this Agreement, it is

clearly and expressly agreed and accepted by the Purchaser/s thatthey shall not use any other road or access for ingress and egressto the residential/ commercial property, save and except theaccess road as provided by the Vendor/Developer.

12.4 The Purchaser/s further confirms that they have verified and

inspected the approved plans and certain areas have beendemarcated as reservation and other set back and


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Vendor/Developer have given various undertaking, agreements,deeds, declaration and writing to the Municipal Corporation andconcerned authorities which shall be binding upon the

Purchaser/s/society and apex body as the case may be and thebenefits/ TDR/ DRC shall be for the sole benefit of theVendor/Developer alone for which Purchaser/s/society/apex bodyhave no objection for the same. The Purchaser/s is/ are aware ofthat proposed building is constructed with concession in openspaces/ joint open spaces and the Vendor/Developer haveexecuted registered undertaking in favour of the MunicipalCorporation.

12.5 The Purchaser/s with an intention to bring all persons in whose

hands the said Flat/ Premises may come, doth hereby covenantwith the Vendor/Developer as follows:

a) To maintain the said Flat/ Premises at the Purchasers owncost in good tenantable repairs and condition from the datepossession of the Flat/ Premises is taken and shall not door suffer to be done anything in or to the building/s,staircase/s or passage/s which may be against the rules,regulations or bye-laws of concerned local authority orchange/ alter or make addition in or to the building or theFlat/ Premises or part thereof.

b) Not to store in the said Flat/ Premises any goods which areof hazardous, combustible or dangerous nature or are soheavy so as to damage the construction of the Building orstoring of which goods is objected by the concerned local orother authority and shall not carry or caused to be carriedheavy packages whereby upper floors may be damaged orthat is likely to damage the staircase, common passage orany other structures of the building/s including theentrance thereof. In case any damage is caused to the saidFlat/ Premises or the building/s or any part thereof onaccount of the negligence or default of the Purchaser/s inthis behalf, the Purchaser/s shall be liable for theconsequences of the breach.

c) To carry at the Purchasers own cost all internal repairs tothe said Flat/ Premises and maintain it in good condition,state and order and not to do or suffer to be done anythingin the Flat/ Premises which is in contravention of rules,regulations or bye-laws laid down by the Vendor/Developeror of the concerned local public autho

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