Agreement for Sale/Transfer
This agreement has been executed on this ___ day of November
2010 at Faridabad between the following persons.
(i) Mr. Amit Kataria S/o ___________a resident of
House No. ____, Sector-______, Housing Board Colony, Faridabad (Herein after called
the Party No. 1, The Seller).
(ii) Smt. Jyoti Bhatt wife of ___________ resident of House No. A-______, Green Field Colony, Faridabad (Herein after
called the Party No. 2, The Purchaser).
(iii) Mr. Kabir Bhatt s/o________ resident of House No.
A-_______, Green Field Colony, Faridabad (Herein after called the Party No.3).
1. That the Party No. 1 (Amit Kataria) and Party No. 3 (Mr. Kabir Bhatt) had floated a Company M/s ________________PVT. LTD. and were Directors having 50% Shares in the Company as per as owner of the assets of the Company rights are concerned.
2. That both the Directors had purchased flat No. _____, ________Nehru Place, New Delhi-110019 in the name of the Company known as M/s ___________ PVT. LTD. Since Amit Kataria (Party No.1) and Kabir Bhatt (Party No.3) had floated the Company with their share on 50% ownership rights in favour of both the Directors.
3. That now Mr. Amit Kataria (Party No.1) wishes to leave the Company and wants to dispose of the fixed assets and in the circumstances, Smt. Jyoti Bhatt (Party No. 2) wife of Kabir Bhatt (Party No. 3) has opted to purchase the 50% Shares of Amit Kataria (Party No. 1).
4. That the Party No. 2 (Jyoti Bhatt) has agreed to purchase the 50% Share of the flat No. 718, Hemkunt Chambers, 89-Nehru Place, New Delhi-110019 for an amount of Rs. 23 Lacs being the 50% cost of the flat where the Company is functioning for the present, Since Amit Kataria (Party No.1) and Kabir Bhatt (Party No.3) had assessed and construed the value of the flat in whole at Rs. 46 Lacs and the 50% of the same comes to Rs. 23 Lacs. Smt. Jyoti Bhatt (Party No.2) with consent of Amit Kataria (Party No.1) and Kabir Bhatt (Party No.3) had agreed to purchase 50% share of the flat and had agreed to pay the amount as per the details given in the agreements dated 24th day of May 2010 between the parties.
5. That an another separate agreement was executed on the very same day (i.e. 24th day of May 2010) between Mr. Kabir Bhatt (Party No.3) and Mr. Amit Kataria (Party No.1), that in lieu of resigning and leaving the Company, the Party No. 3 (Mr. Kabir Bhatt) had agreed to pay Rs. 7 Lacs more to Party No.1 (Mr. Amit Kataria) and this was with the consent of Party No.2 (Mrs. Jyoti Bhatt) and the terms & conditions of the agreement were later on not approved by Party No.1 (Mr. Amit Kataria) since Party No.2 & 3 (Mrs. Jyoti Bhatt & Mr. Kabir Bhatt) had failed to provide any security amounting to Rs.7 Lacs to Party No.1 (Mr. Amit Kataria) to protect his interest in the agreement i.e. the amount payable to Party No.1 (Mr. Amit Kataria).
6. That now all the Parties to the agreement have agreed that the total valuation of the Company including assets of the Company has been settled at Rs. 60 Lacs (50% of which comes to Rs. 30 Lacs) and it has further been decided that Party No.2 & 3 (Mrs. Jyoti Bhatt & Mr. Kabir Bhatt) shall pay Rs. 30 Lacs (50% of which comes to Rs. 15 Lacs) shall pay to Party No.1 (Mr. Amit Kataria) as the cost of the 50% share of the Company’s holding as Director of the Company.
7. That before entering into this agreement, Parties No. 2 & 3 (Mrs. Jyoti Bhatt & Mr. Kabir Bhatt) had got a notice issued from their counsel Kr. Pardeep Parmar on 1st Oct 2010 and the same stands withdrawn for all purposes from now onwards.
8. That out of the settled amount of Rs.30 Lacs, Party No.1 (Mr. Amit Kataria) has received Rs.7 Lacs from party No.2 (Mrs. Jyoti Bhatt) on 27th July 2010 and the balance payable as per this agreement stands at Rs.23 Lacs (50% of which comes to Rs.11.50 Lacs).
9. That it has been further decided that Party No.2 & 3 (Mrs. Jyoti Bhatt & Mr. Kabir Bhatt) being husband and wife shall pay to Party No.1 (Mr. Amit Kataria) the balance amount of Rs.23 Lacs as under:-
a) That Party No. 2 & 3 (Mrs.
Jyoti Bhatt & Mr. Kabir Bhatt) have agreed to pay 8 Lacs of Rupees by way
of draft in the name of Party No.1 (Mr. Amit Kataria) (50% of which comes to
Rs.4 Lacs).
b) That Party No.2 & 3 (Mrs. Jyoti Bhatt & Mr. Kabir Bhatt) shall pay 13 Lacs of Rupees (50% of which comes to Rs.6.50 Lacs) to Party No.1 (Mr. Amit Kataria) latest by 27th November 2010 in cash at the time of execution of the papers for transfer of the shares in the name of Party No.2 (Mrs. Jyoti Bhatt) by Party No.1 (Mr. Amit Kataria), so that after the payment of Rs. 13 Lacs, Party No.2 (Mrs. Jyoti Bhatt) shall become the Director of the Company with 50% share with Party No.3 (Kabir Bhatt).
c) That the balance amount of
Rs. 2 Lacs out of 23 lacs (Balance Outstanding) shall be paid by way of cheque of
Party No.2 (Mrs. Jyoti Bhatt).
10.
That it has been further settled and agreed that the Party
No.1 (Amit Kataria) shall resign from the Company after receiving the full and
final payment from Party No.2 (Jyoti Bhatt) and till then the Party No.1 (Amit
Kataria) will continue to be the Director of the Company and Party No.2 (Jyoti
Bhatt) or any other Party shall be introduced in the Company by way of any method
without the explicit consent of Party No.1 (Amit Kataria).
That it has been further agreed, that till such time the final payment is made by Party No.2 & 3 (Mrs. Jyoti Bhatt & Mr. Kabir Bhatt) to Party No.1 (Mr. Amit Kataria). The Party No.1 (Mr. Amit Kataria) personally or his representative shall be entitled to sit in the office and know everything about the working of the Company and Party No.2 & 3 (Mrs. Jyoti Bhatt & Mr. Kabir Bhatt) shall not create any hindrance and in case Party No.2 & 3(Mrs. Jyoti Bhatt & Mr. Kabir Bhatt) failed to abide by their commitments then they shall have no right to claim Rs.7 Lacs already paid to Party No.1 (Mr. Amit Kataria) as detailed above.
11.
That after receiving full and final payment, Mr. Amit Kataria
(Party No.1) does not resign from the Company and does not transfer the
ownership rights of the Company as Director to Smt. Jyoti Bhatt (Party No.2),
then the Party No.2 (Mrs. Jyoti Bhatt) shall be free to get the ownership
rights of the flat as well as 50% other assets of the Company transferred in
her name through the court of law.
12. That it has been further agreed that in case the Party No. 1 (Mr. Amit Kataria) shows any hesitation in getting the registered deed executed then the Party No. 2 (Jyoti Bhatt) shall be free to take up the matter to the any court of law against the Party No.1 (Amit Kataria).
13. That the registry expenses shall be borne by the Party No. 2 (Jyoti Bhatt).
14. That though the assets of the Company M/s SUN MICRO IT SOLUTIONS PVT. LTD., flat no. 718, Hemkunt Chambers, 89-Nehru Place, New Delhi-110019 for which this agreement is being executed at Faridabad, Since all the Parties to this agreement are residing in Faridabad and as such for the sake of their convenience the agreement is being executed in Faridabad but this agreement shall not incur any legal impediments and shall be applicable in Delhi Courts as mutually agreed and decided.
15. That the Party No. 1 (Amit Kataria) assures that the property in question has not been mortgage or gifted this property to anyone or in any manner and as such is free from all encumbrances, as far as his 50% share is concerned and as such the Party No.1 (Amit Kataria) is the owner of the said property alongwith the Party No.3 (Kabir Bhatt).
16.
That the possession of the property shall be delivered to Party
No. 2 (Jyoti Bhatt) and the registry papers shall be handed over to Party No. 2
(Jyoti Bhatt) immediately after getting the legal formalities completed by the
Party No.1 (Amit Kataria) and Party No.3 (Kabir Bhatt) the present Directors of
the company.
17. That all the terms and conditions of the agreement shall be binding on all the successors and assignees of all the parties to the agreement.
The above said agreement has been signed by all the Parties after being satisfied, without any pressure or duress, with their own sweet will and open mind in presence of following witnesses.
Date: . .2010
Witnesses: (Party No.1)
(Party No.2
(Party No.3)
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