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JOIrJT C)!STKIC REGISTRAR & %m i? '1 7 8 ORJ'EClAL COLLECTOF? OF STAMPS w$. A D K E S n 7 E w

v;.t 3 2 3 8 7 8 D E C 1 4 2000 AHMEDNAGAR DIST:- AHMEDNAGAR - . . .A . & R . O O O O 1 00 PB 0 1 1 5 MAHJCCKN 27 NEAR - 2000 INDIA STIMP DUTY MAHARASHT~

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f? SALE DEED

THlS INDENTURE OF SALE DEED ISkMADE - AT AHMEDNAGAR AND EXECUTED ON THIS //* DAY z-/

OF DECEMBER, 2000.

B E T W E E N

1) MR ANNA BABA MOTE AGE 27 YEARS, OCCUPATION AGRICULTURIST

2) MR SANJAY BABA MOTE AGE 2 1 YEARS, OCCUPATION AGRICULTURIST

3) MRS. ASHABAI BABAN MHASKE, AGE 24 YEARS, OCCUPATION AGRICULTURIST

4) MRS. JANABAI SANJAY GAVLI AGE 22 YEARS, OCCUPATION AGRICULTURIST

5 ) MR. TUKARAM NANA MOTE AGE 42 YEARS, OCCUPATION AGRICULTURIST

6) MR BHAUSAHEB NANA MOTE AGE 35 YEARS, OCCUPATION AGRICULTURIST

7) MRS. UJWALA SUDHAKER KHOMNE, AGE 45 YEARS, OCCUPATION AGRICULTURIST

No. 1 to 6 residing at Sahjapur Taluka Parner District Ahmednagar No. 7 residing at Ahmednagar

Through their Irrevocable General Power of attorney holder Shri Nilesh =

Vallabhdas Dhanai, Age 28 years, Occupation -Business, Residing at 24, Army Officers Co-op. Society, Sadar Bazar, Satara - 415 001., (Maharashtra), hereinafter referred to as the VENDORS (which expression shall unless it be repugnant to the context or meaning thereof be deemed to mean and include its successors- in interest and title and assigns) o l the F IRST PART,

AND

MIS. SARJAN REALITIES PRIVATE LIMITED, - a Company

registered under the provisions of the Indian Companies Act, 1956 and

having its Register Office at: 1" floor, Sahjanand, Near Swastik Cross

Road, Navrangapure, Ahniedabad - 380 009. Represented by and

through its Director - SHRI NILESH VALLABHDAS DHANANI,

aged about 28 years, Occupation Business, Residing at 24, Army

Officers Co-op. Society, Sadar Bazari, Satara - 415 001.

(Maharashtra), hereinafter referred to as the CONSENTING PARTY

(which expression shall unless i t be repugnant to the context or

meaning thereof be deemed to mean and include its successors- in .

interest and title and assigns) of the SECOND PART,

AND IN FAVOUR OF

MIS. ENDURANCE SYSTEMS (INDIA) PRIVATE LIMITED A Conipany registered under the Indian Companies Act, 1956, having its registered office at 'Bhagwati Bhavan', 3 I-B, M.L. Dahanukar Marg, Mumbai - 400 026. (Maharashtra) Represented by and through its representative - Satish Vamanrao Deslipande, aged about 45 years, Occupation Service, Residing at Kanga Colony, Sadar Bazar, Satara - 4 15 001 .hereinafter referred to as the PURCHASER (Which expression shall ~ ~ n l e s s repugnant to the context or meaning thereof shall include their all successors, heirs, executors, assigns etc.) of the THIRD PART.

WHEREAS all that piece and parcel of the Barren, partly Jirayat and sada pad lands all are situated at village PIPALGAON, TALUKA AND DISTRICT - AHMEDNAGAR, bearing Gut No. 341 which is totally admeasuring about 12 H 44 R and is more particularly described in schedule A written hereunder, is hereinafter referred to as the SAID LARGER LAND, is owned by the VENDORS herein.

AND WHEREAS the SAID LARGER LANDS were originally owned by the =

VENDORS herein. The share of all the concerned owners of the SAID LARGER

LANDS have been identified on the respective revenue records. The said VENDORS, thereafter on 2/12/2000 by registered Agreements to Sell, the VENDORS had decided to transfer all their rights out of the SAID LARGER LANDS to the CONSENTING PARTY for setting up of Wind Mill Project. The portion of the SAID LARGER LANDS which is conveyed to the PURCHASER is hereinafter called as the "SAID LAND". The SAID LAND is more particularly described in the Scl~edule B herein after referred and shown in the sketch of the plan annexed herewith. The basic reason of selling the SAID LAND by the VENDORS is due to the paucity of funds for meeting their family needs, as the SAID LAND cannot be utilized for the purposes of agricultural even after putting huge funds. And therefore it has become difficult for the VENDORS to maintain their respective family. The VENDORS also executed and registered a General

... 0 A:: . ( Irrevocable Power of Attorney in favour of Shri Nilesh Vallabhdas Dhanani for ,! ,-$

the SAID LARGER LAND, who is the Director of the CONSENTING PARTY. !,. , [$,?

\ ,..* ,$I The VENDORS herein also accepted the entire furchase consideration from the >( CONSENTING PARTY and passed on the Posse~sion of the lands to the extent '.?N d..

R. of their respective shares to the CONSENTING PARTY. The said Agreements to

Sell for the SAID LARGER LAND are also registered with Sub - Registrar Ahmednagar at SI.. 3996. After the execution of the said deed of Agreement the CONSENTING PARTY herein is in acturl, lawfi~l, vacant and peacefill possession of the SAID LARGER LAND. The Powers of Attorney is registered with the Sub-Registrar, Ahmednagar at Sr.Nos. 3997 dt. 2/12/2000.

AND WHEREAS the SAID LAND is being absolillely Barren Land and Sada Pad for more than 60 to 70 years and that too is situated on approximately

900.mts. above MSL height on hills, the VENDORS or its predecessors-in-title

have not been able to bring the SAID LAND under effective cultivation as there is

absolutely no water available for the cultivation of the same.

AND WHEREAS the CONSENTING PARTY herein and its associated companies are engaged in the business of erection & commissioning of WIND MILLS. The CONSENTING PARTY approached to the PURCHASER herein and offered to buy the SAID LAND at the current market rate.

AND WHEREAS PURCHASER is looking for piece of land in the vicinity of

Ahmednagar, particularly for the purpose of setting up of Power Project through WIND MILLS and hence after thorough study carried out by the PURCHASER accepted the offer of the CONSENTING PARTY to buy the SAID LAND, The

VENDORS therefore decided to sell of the SAID LAND which is more particularly referred in the Schedule B

AND WHEREAS to facilitate to carry out all the duties, responsibilities and

obligations towards the SAID LAND, including transfer of the SAID LAND by =

way of sale or otherwise, the VENDORS herein has executed an Irrevocable General Power of Attorney in favour of the Director of the CONSENTING PARTY before the Sub- Registrar, AHMEDNAGAR who will carry out all the said duties, responsibilities and obligations on behalf of the VENDORS herein.

T H E INDENTURE THEREFORE WITNESSETH AS UNDER:

That in pursuance of the aforesaid agreement and in further consideration of a

total sum of Rs. 4,10,000/-(Rupees Four Lacs Ten Thousand only) paid as per Schedule D by the PURCHASER to the CONSENTING PARTY on or before the

of these presents at the say and instance of CONSENTING PARTY in full of presents. The payment and the receipt whereof the

SENTING PARTY hereby admits and acknowledge the same and every part release and discharge the PURCHASER forever from any

PARTY hereby grant, sell, assign, release, forever all that piece or parcel

Barren, Rocky, Semi .lirayat and sada pad of' the SAID LAND situate at PII\/IPALGAON, T A L AND DIST - AHMEDNAGAR together with the right of way of ingress and egress attached to i t being the SAID LAND more particularly described in [he Schcclule A hcicuntier written ant1 as delineated on the plan

annexed hereto in Green color Boundary line and together with permanent right of

way attached to it , and together with all and singular, the structures, court Yards, whatever there may be areas, ways. wells, compounds, paths, passages, roads, water, water courses, sewers, ditches, drains, trees, plants, lights, liberties,

easements, profits, privilege, advantage, rights, members and appurtenances whatsoever to that piece and parcel of Barren and sada pad land or ground hereby

sold and conveyed and belonging to or in any way appertaining to or with the same or any part thereof now or at any time hereto before usually held, used,

occupied or appurtenant

enjoyed thereto

or reputed together

or known with all

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as part, parcel or members thereof or be the estate, rights, title, interest, use

inheritance, property. possession, benefit, claim and demand of whatsoever both at la\\) and equity of the VENDORS and the CONSENTING PARTY into or upon the said piece and parcel of Barren and ssda pad land or ground hereditaments and premises or any part thereof hereby granted, sold, conveyed, releases assigned and assured or inrended to be with it's and every of it's rights, title, members and appurtenances UNTO the use and benefit of the PURCHASER for ever and to the end and intent that the PURCHASER shall be entitled to use the same forever absolutely subject to the payment of rents, taxes, assessments, rates and duties, after the date of execution hereof (the VENDORS AND the CONSENTING PARTY to pay all the liabilities regarding the same upto the date hereof) and which may hereinafter be assessed for the period hereafter and chargeable upon the same or which may from the date of these presents become payable in respect thereof the State of Maharashtra or PIMPALGAON Gram Panchayat or any other local body or bodies.

- - THE VENDORS AND THE CONSENTING PARTY DO HEREBY COVENANT WITH THE PURCHASER THAT: 2 .

1) The VENDORS through the CONSENTING PARTY covenant with the PURCHASER that notwithstanding any act, deed or matter or things whatsoever made by it or if any person or persons lawfully or equitable claiming by from through under or in trust for it the VENDORS made, done committed or omitted or knowingly suffered to the contrary, the VENDORS has good rights. full power and absolute authority to lawfully

grant: sell, convey, release, assigns and assures that piece and parcel of the SAID LAND which is hereby granted, sold, conveyed, released or assured or intended to be sold, conveyed, released or assigned or intended UNTO the use of the PURCHASER in the manner aforesaid and PURCHASER shall at all tinie, hereinafter peacefully and quietly enter upon or occupy or possess and enjoy the SAID LAND together with hereditaments and privileges and benefits of the said piece and parcel of land and to receive the rents, issues, profits and benefits theredf-land every part thereof and for its own use and benefits without any suit, eviction or interruption, claim or demand whatsoever form or by the VENDORS and the CONSENTING PARTY or any person or persons lawfully equitably claiming or to claim by from, through under or in trust for tlie VENDORS

and the CONSENTING PARTY and that freed and cleared and absolutely acquitted, exonerated and forever discharged and otherwise well and sufficiently save. defended and dept harmless and indemnified from and against all encu~i~brance whatsoever had made, executed occasioned or suffered by the VENDORS and the CONSENTING PARTY or by and orher person or persons Iawfillly or equitably claiming or the claim by

from under or in trust for i t tlie VENDORS and CONSENTING PARTY

anc! further that the VENDORS ' ,and the CONSENTING PARTY having la\vf~~lly or equitably claiming estate or interest whatsoever in the said

portion of land or any part thereof from under or in trust for the VENDORS and tlie CONSENTING PARTY.

2) The VENDORS and tlie CONSENTING PARTY covenant with the PURCHASER that notwithstanding any other alternative available and open to the I'URCHASER, the PURCHASER shall always have permanent right of way for approach to the SAID LAND for the PURCHASER andlor his servants and agents to pass and repass with or

without vehicles from such roadlpassage and with a further right to the PURCI-IASER to lay down electric andlor telephone cablellines andlor water or drainage lines etc. under or over it except for approach road being

developed by MEDA and to be used in common with others entitled to it. under the agreement enteredlto be entered with MEDA for using common

facilities as Wind Farm developers and which roadlpassages shall always

be kept open for use as common road. -

3) The VENDORS and the CONSENTING PARTY shall from time to t i6e and at all times hereafter a[ the request and the cost of the PURCHASER

do and, execute to be done, executed all such further or other conveyance, acts deeds, thi~igs, evidences and assurances in law whatsoever for the better and more perfectly assuring the SAID LAND and every part thereof unto the PURCHASER as may be reasonably required by it at the cost of the PURCHASER.

4) The VENDORS and CONSENTING PARTY do hereby declare and record that the SAID LAND hereby conveyed is free from all or any mortgages, charges, lien, tenancy, lease, encumbrances or any other rights title and interest of any third party and that the VENDORS and the CONSENTING PARTY has not created or allowed to be created andlor allowed to subsist any such mortgages, charges, lien, tenancy, lease, encumbrances or any other right, title and interest and the SAID LAND is

, free from all or any lis-pendence, attachme& acquisition or requisition by

. .. the Government of whatsoever nature.

5 ) The VENDORS and the CONSENTING PARTY hereby declare that the VENDORS has not received any notice under the land acquisition Act, Grampanchayat Act, Epidemic Diseases Act, Defense of India Act or any other statutory enactments or any other puhlic Act declaring any part of the SAID LAND to have been acquired or requisitioned for any purpose or being declared as excess under any law in force in the hands of the VENDORS or it's predecessor-in-title.

6) The VENDORS and the CONSENTING PARTY declare that the SAID LAND now conveyed is capable bf and can be pu t to bonafide industrial use for non-agricultural purpose i.e, for setting up of Wind farms for generation of energy and the change of the user of the said for such use or other use as may be required by the PURCHASER can be made and commenced on obtai~ling requisite permission from the Government or such other statutory Bodies in respect at the cost of PURCHASER and the VENDORS shall co-operate with the PURCHASER for obtaining all such necessary approvals and permissions from the relevant authorities in this regards at the cost of the PURCHASER.

7) The VENDORS and the CONSENTING PARTY hereby further undertake to indemnify and agrees to keep indemnified the PURCHASER from any consequences including any suit, action or claims of any nature arising or claimecl from any quarters arising out of any facts and/or statements to the assurances and declarations given in this Indenture.

- 8) 'rhe VENDOIZS and the CONSENTING PARTY has paid or shall pay

and remain liable to pay costs and all other taxes, levies and use, \vhatsoever payable in respect of the SAID LAND to the Government or any local authority till the date of execution of this Deed and the PURCHASER shall be liable to pay all such taxes and dues that may become due and payable after the date of execution of this Deed.

9) The VENDORS and the CONSENTING PARTY declare that the SAID

- - LAND was not covered by restrictive provision of Agricultural Land Ceiling Act, 196 1 and is outside the purview of these Acts.

10)The VENDORS and the CONSENTING PARTY hereby give consent for mutation of records in the name of PURCHASER in respect of the SAID LAND with the revenue, Municipal, Electricity Board and all other authorities concerned and further agrees to render all necessary co- operation for that purpose.

i

11)The VENDORS and the CONSENTING PARTY declare that they have put the PURCHASER in possession of the SAID LAND on the date execution of Sale Deed and the PURCHASER acknowledges the same. The VENDORS and rl~e CONSENTING PARTY do hereby confirm the same forever as of the lawfill owner thereof.

12) The VENDORS and the CONSENTING PARTY further inform that the permission as may be found necessary after the purchase of the SAID LANDS of the appropriate authorities may be obtained by the PURCHASER for using the SAID LAND for Wind Farm purpose and the same has not been prohibited t i l l today for the SAID LAND and further

agree and assure that i t shall render all necessary assistance to the PURCHASER to get necessary approvals for such'use or change of use of the land for any such or other purposes and/or uses as desired by the PURCHASER.

13) The VENDORS and tlie CONSENTING PARTY herein declare and confir~n that the consideration payable to it by the PURCHASER is received in full fro111 the PURCHASER and no dues are there either to VENDORS or to the CONSENTING PARTY from the PURCHASER.

I4)Tlie VENDORS and the CONSENTNG PARTY is in possession of the :

title deeds more particularly described in the Schedule - C written hereunder in respect of tlie total land and consequently the SAID LAND and tliat i t has not received nor in possession of any other document or title or instru~iient, deed or writing pertaining to the VENDORS title to the SAID LAND of any predecessor in title of the VENDORS and that the VENDORS has not deposited any of the said title deeds, documents with - any person by way of mortgage, lien, charge on the SAID PROPERTY or any part thereof or otherwise howsoever.

2 .

15) Thc VENDORS and the CONSENTING PARTY has also handed over to tlie I'URCI-IASER the notorial Certified true copies of relevant title deeds and/or docunients more par\icularly described in tlie SCHEDULE "C" hereunder \vritten and agrees to produce the originals which are not handed over as and when required by the PURCHASER and/or any one claiming through the PURCHASER at the cost of the PURCHASER or such person claiming through the PURCHASER.

6) The VENDORS and tlie CONSENTING PARTY do hereby covenant with the PURCHASER that the SAID LAND being sada pad, Rocky, Semi Jirayat and Barren land since beginning antiquity of such nature of the land even cannot be found in the revenue record of the SAID LAND. The SAlD LAND, therefore, has never been used or capable of being used effectively, for the Purpose of ~gricultbre. In other words, the SAID LANDs have never been on any specified day the land as defined under

sec.2 (16) of tlie Maliarashtra Agricultural Lands (Ceiling on Holdings) Act, 196 1 or under any other legislation prevailing before 1961. Hence, it was not required to file any RETURNS under any legislation-declaring ceiling on Holding of Agricultural Lands. The VENDORS further do hereby confirm tliat they have also not received any Notice/s Under sec. 13 of the said Act.

17)It is specifically iinderstood by and between the parties that the SAID LANDs are purchased by the PURCI-IASER and will be used by them as per the pro\lisions of Section 63-I-A of B. T. & A. L. Act, 1948 and 44-A

of MLRC 1966 (Both as amended in the year 1994). The VENDORS therefore covenant with the PURCHASER that no icheme, either in force or proposed, 01. Town Planning is applicable to these lands and the sane are out of the purvie\v of the provisions of Maharashtra Regional and Town Planning Act, 1966. The CONSENTING PARTY has also produced CERTIFICATE from the office of ADTP, Ahmednagar S.No.2117 dated 5/8/2000 formally certifying the above fact of non-application of any scheme of Town I'lanni~zg to the SAID LAND.

18)It is hereby agreed by and between the parties hereto that the PURCHASER has borne exclusively the expenses of stamp duty, registration fees, charges and incidental expenses in respect of these presents includjng any claims/demands raised in future by the concerned Governnient or statutory authorities about deficiency of stamp duty or other fees or charges in respect of this Sale Deed. Since the CONSENTING PARTY has already paid the requisite stamp duty Rs. 30,400 and Registration Fees Rs. 7600 vide document no. 3996 and Registration Fees at the time of Registration of Agreement to Sell with

-

possession eseci~ted and registered with the VENDORS herein, therefore 2 .

tlie present conveyance is executed on a Stamp paper cf the differential aniount between coilsideration already paid to the present VENDORS by the CONSENTING PARTY herein and the consideration paid to the CONSENTING PARTY herein by the PURCHASER herein.

IN WITNESS WHEREOF tlie VENDORS and the CONSENTING PARTY have kere~o signed and esecuted this SaleDeed on tlie day, month and year first above written.

SCHEDULE -A REF.ERRED ABOVE (Description of the SAID LARGER LAND)

ALL THAT PART OF THE piece and parcel of freehold Sada pad, Rocky, pot Kharaba and Partly Jirayat land or ground situate, lying and being at Village PIPALGAON, TALUKA AND DISTRICT -AHMEDNAGAR, bearing Gut No. 341 totally admeasuring about 4 H 15 R equivalent to (Acres 10.25 approx.) in Ahmednagar Taluka in the Registration District Ahmednagar and Sub district of Ahmednagar together with right of way attached to it and the SAID LARGER LAND is delineated on the plan annexed hereto by and is bounded as under that is to say:

GUT NO. 34 1

ON OR TOWARDS EAST : Remaining part of Gut No. 341 of Village Pimpalgaon

ON OR TOWARDS WEST : Remaining part of Gut No. 341 of Village Pimpalgaon

ON OR TOWARDS SOUTH : Valley

ON OR TOWARDS NORTH : Boundary of Village Sarole Adwai

SCHEDULE -B REFERRED ABOVE (Description of the.SAID LAND)

All that piece or parcel of freehold Sada pad, Rocky, pot Kharaba and tly Jirayat land or ground situate, lying and being at Village: PIPALGAON, LUKA AND DISTRICT -AHMEDNAGAR, bearing Gut No. 341

easuring 4 H 15 R eqnivalent to (Acres 10.25 approx.) in Ahmednagar a in the Registration District Ahmednagar and Sub district of Ahmednagar

her with right of \\lay attached to i t and the SAID LAND is delineated on the annexed hereto by and is bounded as under that is to say:

GUT NO. 34 1

ON OR TOWARDS EAST : Remaining part of Gut No. 341 of Village Pimpalgaon

ON OR TOWARDS WEST : Remaining part of Gut No. 341 of Village Pimpalgaon

ON OR TOWARDS SOUTH : Valley

ON OR TO\A/AR[>S N O R T H : Bounclary of Village Sarole Adwai

Q I..

SEHEDULE C REFERRED ABOVE -1

(Description of the Title Deeds)

I ) Certilied copy ol'original Agreement to Sell dated 2/12/2000 executed in

l'a\.our of M/s S;\R.IAN REALITIES PVT.LTD. and registered with Sub-

liegisrrar, Ahmetlnagar on 211 1-12000 iulder Registration No. 3996 area of

undivided share in land shown in the schedule A herein above mentioned

and which is situated at village PIMPALGAON, TALUKA AND

DISTRICT -AHMEDNAGAR, bearing Gut No. 341

2) Certified copy of original Power of Attorney dated 2/12/2000 executed in

fa\~oiir of Sliri Nilesh Vallabhdas Dhanani and registered with Sub-

Registrar, Ahmednagar on 211 2/2000 under Registration No 3997 in land - - situated at village I'IMPALGAON, TALUKA AND DISTRICT -

ANMEDNAGAR, bearing Gut No. 341 2 .

3) Certified copies of:

a. V.F.No.7112 for last 30 years from 1966 including the latest one

bearing mutation of name of the VENDORS herein as owner.

b. Mutation entries in V.F.No.6 including the latest one recorded for

mutation of the VENDORS.

i b5- - ...- - - e - w i h r d . .

SCHEDUL,E - D REFERRED ABOVE

RECEIPT

RECEIVED of and from the PURCI-IASER the sum of Rs 4,10,000/-(Four "-- .

Lacs Ten l'housand only) vide C I i e q ~ ~ e No. 444 183 dated 1611 112000 drawn

on Corporation Bank, Branch: Aurangbad being the entire consideration

amount payable under these presents by the PURCHASER to the .

CONSENTING PARTY

SIGNEW AND DELIVERED BY:

through their Irrevocable General Power of Attorney , holder, Shri Nilesh Vallabhdas Dhanani.

(VENDORS)

For MIS SAqJAN REALITIES PVT. LTD.

(CONSENTING PARTY)

ENDURANCE SYSTEMS (INDIA) LTD. I . E.92, M.I.D.C. INDUSTRIAL AREA, POST BOX NO. 982, WALUJ, AURANGABAD-431 136 INDIA. )

PHONE : (0240) 554902. 555084. 554981. 564582 FAX : + 91 - 240 - 555423 Email : enduhox@bom4.vsnl.nel.in.

TO WHOMSOEVER IT MAY CONCERN

This is to authorize eithe; Mr. Satish Vamanrao Deshpande or Mr. Shriram Venkatesh Joshi to execute the sale deed of the company and to sign the land documents pertaining to the land to be purchased for wind farm project by us from Sarjan Realities Pvt Ltd on behalf of our Company and to execute the said documents before the Sub Registrar concerned, to submit N.A. Application and any other matter related to the said land.

For EPfPURANCE SYSTEMS (INDIA) LIMITED -

AUTHORISED SIGNATORY

Date : 08.12.2000 Place: Aurangabad

. - REGD. OFFICE : 'BHAGWATI BHAVAN', DAHANUKAR MARG MUMBAI - 400 026 INDIA

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