Common use of Purchase Price Payment Clause in Contracts

Purchase Price Payment. 5.1 The Purchase price of the said unit is Rs. /- (Rupees 5.2 The Purchasers also agree to pay to the Developer/Promoter in addition to the said purchase price all applicable statutory outgoing and expenses on account of GST and any other taxes as may be applicable, betterment fees and all charges (in the manner as mentioned in Part IV of the Fifth Schedule hereto) and costs of extra works for any alterations in the said Unit which the Owner/ Promoter may provide at the request of the Purchasers subject to however permission and/or approval by architects and/or appropriate authorities as the case may be. The Purchasers shall also pay to the Developer/ Promoter any new development charges, levy or taxes imposed and/or made applicable by any Government and Semi-Government Authority before taking possession of the said unit. 5.3 In addition to the aforesaid purchase price, the Purchasers shall pay interest free deposits and additional amounts as detailed in Part-II and Part III of the Fifth Schedule hereunder written and payment of such amounts shall be made at or before taking possession of the Said Unit to the Owner/Promoter and in case the exact liability on any head cannot be quantified, then the payment shall be made according to the Owner’s/Promoter’s reasonable estimation subject to subsequent accounting and settlement within a reasonable period. 5.4 No right title and interest of any nature whatsoever is being created in favour of the Purchasers in respect of the said Unit by virtue of this agreement until the Purchasers have paid or deposited all the amounts herein agreed to be paid or deposited and until execution and registration of the Deed of Conveyance in favour of the Purchasers in respect thereof. 5.5 The Developer/ Promoter hereby agrees to allot to the Purchasers the Parking Space for his own use and not otherwise. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers the right to park only one light motorized vehicle. In case of transfer of the Unit, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unit. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers agree that only the allotted Parking Space would be used exclusively for parking of his light motorized vehicle and would not be used as storage otherwise.

Purchase Price Payment. 5.1 ‌ (a) The purchase price(s) for the Products (the “Purchase Price”) set forth on Schedule D to this Agreement has been agreed to by the Parties for the Initial Term and may be adjusted as set forth on Schedule D (“Adjusted Purchase Price” and, together with Purchase Price, the “Purchase Price”). The Purchase price Price includes all taxes and other charges such as packaging, shipping and delivery charges, duties, customs, tariffs, imposts and government-imposed surcharges. No extra charges of any kind shall be allowed unless specifically agreed to in writing by Chobani. (b) Supplier shall deliver invoices for delivered Products as provided in a Purchase Order submitted by Chobani, or if not so specified, upon completion of delivery to Chobani of the said unit is RsProducts covered by the Purchase Order. /- All invoices shall be payable within 60 days or within 10 days with a 2% cash discount from Chobani’s receipt of such invoice. (Rupees 5.2 The Purchasers also agree c) Supplier guarantees that, throughout the Term of this Agreement, the Purchase Price shall be no less favorable than the lowest price that Supplier extends to pay any of its other customers for products comparable to the Developer/Promoter in addition Products. In the event that Supplier sells or offers to the said purchase price all applicable statutory outgoing and expenses on account of GST and sell to any other taxes as may be applicable, betterment fees and all charges (customers comparable products at a lower price than is then in the manner as mentioned in Part IV of the Fifth Schedule hereto) and costs of extra works for any alterations in the said Unit which the Owner/ Promoter may provide at the request of the Purchasers subject to however permission and/or approval by architects and/or appropriate authorities as the case may be. The Purchasers shall also pay to the Developer/ Promoter any new development charges, levy or taxes imposed and/or made applicable by any Government and Semi-Government Authority before taking possession of the said unit. 5.3 In addition to the aforesaid purchase price, the Purchasers shall pay interest free deposits and additional amounts as detailed in Part-II and Part III of the Fifth Schedule hereunder written and payment of such amounts shall be made at or before taking possession of the Said Unit to the Owner/Promoter and in case the exact liability on any head cannot be quantifiedeffect under this Agreement, then the payment Purchase Price for all prior and subsequent deliveries of Products, as applicable, under this Agreement shall be made according adjusted automatically, without further action by the Parties, to the Owner’s/Promotersuch lower price. Supplier’s reasonable estimation subject invoices shall thereafter reflect such lower price, as subsequently adjusted in accordance with this Section 4 as well as issue applicable credits for prior deliveries, and if Chobani shall have paid invoices for which such lower price should have been in effect, Supplier shall promptly refund to subsequent accounting and settlement within a reasonable period. 5.4 No right title and interest of Chobani any nature whatsoever is being created in favour of the Purchasers in respect of the said Unit by virtue overpayment. For purposes of this agreement until the Purchasers have paid Section 4, “comparable products” or deposited all the amounts herein agreed to be paid or deposited “products comparable” shall mean products of substantially similar quality and until execution and registration of the Deed of Conveyance in favour of the Purchasers in respect thereofvolume. 5.5 The Developer/ Promoter hereby agrees to allot to the Purchasers the Parking Space for his own use and not otherwise. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers the right to park only one light motorized vehicle. In case of transfer of the Unit, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unit. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers agree that only the allotted Parking Space would be used exclusively for parking of his light motorized vehicle and would not be used as storage otherwise.

Purchase Price Payment. 5.1 (a) The purchase price(s) for the Products (the “Purchase Price”) set forth on Schedule D to this Agreement has been agreed to by the Parties for the Initial Term and may be adjusted as set forth on Schedule D (“Adjusted Purchase Price” and, together with Purchase Price, the “Purchase Price”). The Purchase price Price includes all taxes and other charges such as packaging, shipping and delivery charges, duties, customs, tariffs, imposts and government-imposed surcharges. No extra charges of any kind shall be allowed unless specifically agreed to in writing by Chobani. (b) Supplier shall deliver invoices for delivered Products as provided in a Purchase Order submitted by Chobani, or if not so specified, upon completion of delivery to Chobani of the said unit is RsProducts covered by the Purchase Order. /- All invoices shall be payable within 60 days or within 10 days with a 2% cash discount from Chobani’s receipt of such invoice. (Rupees 5.2 The Purchasers also agree c) Supplier guarantees that, throughout the Term of this Agreement, the Purchase Price shall be no less favorable than the lowest price that Supplier extends to pay any of its other customers for products comparable to the Developer/Promoter in addition Products. In the event that Supplier sells or offers to the said purchase price all applicable statutory outgoing and expenses on account of GST and sell to any other taxes as may be applicable, betterment fees and all charges (customers comparable products at a lower price than is then in the manner as mentioned in Part IV of the Fifth Schedule hereto) and costs of extra works for any alterations in the said Unit which the Owner/ Promoter may provide at the request of the Purchasers subject to however permission and/or approval by architects and/or appropriate authorities as the case may be. The Purchasers shall also pay to the Developer/ Promoter any new development charges, levy or taxes imposed and/or made applicable by any Government and Semi-Government Authority before taking possession of the said unit. 5.3 In addition to the aforesaid purchase price, the Purchasers shall pay interest free deposits and additional amounts as detailed in Part-II and Part III of the Fifth Schedule hereunder written and payment of such amounts shall be made at or before taking possession of the Said Unit to the Owner/Promoter and in case the exact liability on any head cannot be quantifiedeffect under this Agreement, then the payment Purchase Price for all prior and subsequent deliveries of Products, as applicable, under this Agreement shall be made according adjusted automatically, without further action by the Parties, to the Owner’s/Promotersuch lower price. Supplier’s reasonable estimation subject invoices shall thereafter reflect such lower price, as subsequently adjusted in accordance with this Section 4 as well as issue applicable credits for prior deliveries, and if Chobani shall have paid invoices for which such lower price should have been in effect, Supplier shall promptly refund to subsequent accounting and settlement within a reasonable period. 5.4 No right title and interest of Chobani any nature whatsoever is being created in favour of the Purchasers in respect of the said Unit by virtue overpayment. For purposes of this agreement until the Purchasers have paid Section 4, “comparable products” or deposited all the amounts herein agreed to be paid or deposited “products comparable” shall mean products of substantially similar quality and until execution and registration of the Deed of Conveyance in favour of the Purchasers in respect thereofvolume. 5.5 The Developer/ Promoter hereby agrees to allot to the Purchasers the Parking Space for his own use and not otherwise. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers the right to park only one light motorized vehicle. In case of transfer of the Unit, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unit. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers agree that only the allotted Parking Space would be used exclusively for parking of his light motorized vehicle and would not be used as storage otherwise.

Purchase Price Payment. 5.1 The (a) Each Buyer shall pay the Purchase price Price for a Vessel as follows: (i) 95% of the said unit is RsPurchase Price shall be paid in the form of cash. /- (Rupees 5.2 The Purchasers also agree to pay cash deposited with the Escrow Agent pursuant to the Developer/Promoter in addition Escrow Agreement (equal to 12.5% of the relevant Purchase Price), shall be released by the Escrow Agent to the said purchase Relevant Seller on the Delivery Date subject to reception of the Protocol of Delivery and Acceptance (as contemplated under the MOA and signed by both the Relevant Buyer and the Relevant Seller) and the balance (equal to 82.5% of the relevant Purchase Price) shall be (i) first paid into a Suspense Account by way of MT199 within 3 Business Days prior to the Delivery Date for that Vessel and (ii) released to the Relevant Seller on or prior to the Delivery Date in accordance with the conditions set out in the MT199; and (ii) the remaining 5% of the Purchase Price shall be paid in the form of GB Securities, the number of which shall be determined by dividing 5% of the relevant Purchase Price by the price all applicable statutory outgoing at which the GB Securities were initially offered to the public in the GB IPO ("GB Payment Securities"). The GB Payment Securities shall be paid by the Relevant Buyer to an account established in the name of the Relevant Seller of that Vessel (or as otherwise directed by the Seller) on the relevant Delivery Date. As from the Trigger Date and expenses on account until each Delivery Date, in the event GB performs prior to a Delivery Date any transaction or declaration of GST and any dividend or distribution, stock split, reverse stock split, stock dividend, reorganization, reclassification, merger, combination, recapitalization, or other like change or any other taxes transaction with respect to or affecting the financial rights attached to the GB Payment Securities, and including any stock repurchase or redemption effected on a substantially pro rata basis or in which the majority of GB shareholders participate, prior to a Delivery Date which affects the number of shares of GB Payment Securities the Sellers should equitably receive, such number of shares of GB Payment Securities shall be equitably adjusted to the extent necessary to provide the Sellers the same economic effect as may be applicable, betterment fees contemplated by this Agreement prior to such transaction or declaration. (b) If the Purchase Price is not paid in accordance with this Clause 3.4 and all charges Clause 3 (in the manner as mentioned in Part IV Payment) of the Fifth Schedule heretorelevant MOA, the provisions of Clause 13 (Buyer’s default) and costs of extra works for any alterations in the said Unit which the Owner/ Promoter may provide at the request of the Purchasers subject to however permission and/or approval by architects and/or appropriate authorities as the case may be. The Purchasers relevant MOA shall also pay to the Developer/ Promoter any new development charges, levy or taxes imposed and/or made applicable by any Government and Semi-Government Authority before taking possession of the said unitapply. 5.3 In addition to the aforesaid purchase price, the Purchasers shall pay interest free deposits and additional amounts as detailed in Part-II and Part III of the Fifth Schedule hereunder written and payment of such amounts shall be made at or before taking possession of the Said Unit to the Owner/Promoter and in case the exact liability on any head cannot be quantified, then the payment shall be made according to the Owner’s/Promoter’s reasonable estimation subject to subsequent accounting and settlement within a reasonable period. 5.4 No right title and interest of any nature whatsoever is being created in favour of the Purchasers in respect of the said Unit by virtue of this agreement until the Purchasers have paid or deposited all the amounts herein agreed to be paid or deposited and until execution and registration of the Deed of Conveyance in favour of the Purchasers in respect thereof. 5.5 The Developer/ Promoter hereby agrees to allot to the Purchasers the Parking Space for his own use and not otherwise. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers the right to park only one light motorized vehicle. In case of transfer of the Unit, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unit. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers agree that only the allotted Parking Space would be used exclusively for parking of his light motorized vehicle and would not be used as storage otherwise.

Purchase Price Payment. 5.1 The Purchase price Price for the Real Estate and the Personal Property (as defined below) shall be the total sum of Two Million One Hundred Thousand Dollars and NO/100 ($2,100,000.00) (the said unit is Rs“Purchase Price”). /- The Purchase Price shall be paid as follows: x. Xxxxxxx Money. Purchaser herewith tenders to Seller, through Commercial Title Group, Inc., agents for Fidelity National Title Insurance Company of New York (Rupees 5.2 hereinafter sometimes referred to as the “Escrow Agent” or the “Title Company”) the sum of Ten Thousand Dollars and NO/100 ($10,000.00) (the “Xxxxxxx Money”). The Purchasers also agree to pay Xxxxxxx Money shall be applied to the Developer/Promoter Purchase Price and shall be credited first to any portion thereof payable in cash at the time of Closing (as hereinafter defined). The Xxxxxxx Money shall be returned immediately to Purchaser if any contingency, condition to or requirement of Closing in this Contract is not satisfied or waived by Purchaser within the time periods specified herein. The Xxxxxxx Money shall be forfeited as liquidated damages, which shall be Seller’s sole remedy at law or in equity (in addition to the said purchase price all applicable statutory outgoing and expenses on account of GST and any other taxes as may be applicableremedies set forth in Section 22 below), betterment fees and all charges (in the manner event that Purchaser shall fail or refuse to perform its obligations herein specified on the Closing Date (as mentioned defined herein). Escrow Agent shall place the Xxxxxxx Money in Part IV an interest-bearing escrow account, and shall disburse the same only in accordance with the terms of this Contract. All interest earned thereon shall be deemed a part of the Fifth Schedule hereto) and costs of extra works for any alterations in the said Unit which the Owner/ Promoter may provide at the request of the Purchasers subject to however permission and/or approval by architects and/or appropriate authorities as the case may beXxxxxxx Money. The Purchasers shall also pay to the Developer/ Promoter any new development charges, levy or taxes imposed and/or made applicable by any Government and Semi-Government Authority before taking possession of the said unit. 5.3 In addition to the aforesaid purchase price, the Purchasers shall pay interest free deposits and additional amounts as detailed in Part-II and Part III of the Fifth Schedule hereunder written and payment of such amounts Xxxxxxx Money shall be made at or before taking possession invested by the Escrow Agent under Purchaser’s Federal Tax ID Number. Purchaser hereby represents to Seller and Escrow Agent that Purchaser’s Federal Tax ID Number is _________. Seller and Purchaser hereby agree to enter into any supplement to this Contract reasonably required by Escrow Agent for purposes of acknowledging Escrow Agent’s standard escrow terms and conditions and incorporating the Said Unit to the Owner/Promoter and in case the exact liability on any head cannot be quantified, then the payment shall be made according to the Owner’s/Promoter’s reasonable estimation subject to subsequent accounting and settlement within a reasonable periodsame into this Contract. 5.4 No right title and interest of any nature whatsoever is being created in favour of the Purchasers in respect of the said Unit by virtue of this agreement until the Purchasers have paid or deposited all the amounts herein agreed to be paid or deposited and until execution and registration of the Deed of Conveyance in favour of the Purchasers in respect thereof. 5.5 The Developer/ Promoter hereby agrees to allot to the Purchasers the Parking Space for his own use and not otherwise. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers the right to park only one light motorized vehicle. In case of transfer of the Unit, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unit. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers agree that only the allotted Parking Space would be used exclusively for parking of his light motorized vehicle and would not be used as storage otherwise.

Purchase Price Payment. 5.1 (a) On the Initial Closing Date, WRC shall pay WMECO the WRC Purchase Price for the Receivables and Related Assets sold on that date. Otherwise, on each Adjustment Date WRC and WMECO shall settle as to the WRC Purchase Price for Receivables and Related Assets sold during the related Measurement Period. Notwithstanding such monthly settlement arrangement, on each Business Day the Servicer will, on behalf of WRC, transfer to WMECO (for WMECO's own account except as provided in Section 3.1(b)) all Collections (other than Collections required to be used for other purposes under the Receivables Purchase Agreement) received on each Business Day and such Collections shall be applied by WMECO to any outstanding WRC Purchase Price. On each Adjustment Date, the Servicer, WRC and WMECO shall determine the aggregate amount of such transfers made during the related Measurement Period and the aggregate WRC Purchase Price for Receivables and Related Assets sold during that Measurement Period. The amounts transferred shall then be deemed to have been applied: first, as a payment of deferred WRC Purchase price Price for Receivables sold during any earlier Measurement Period and their Related Assets; and second, as a payment of the said unit aggregate WRC Purchase Price for Receivables sold during the related Measurement Period and their Related Assets. (b) Any portion of the WRC Purchase Price for Receivables and Related Assets sold during any Measurement Period which is Rsnot paid pursuant to priority second above shall be treated as deferred WRC Purchase Price and shall be payable from time to time as provided in subsection (a); provided that any unpaid deferred WRC Purchase Price shall be due and payable on the date that falls nine months after the Purchase and Sale Termination Date. /- If it is determined on any Adjustment Date that Collections paid by the Servicer to WMECO pursuant to Section 3.1(a) during the related Measurement Period exceeded the sum of (Rupees 5.2 The Purchasers i) the WRC Purchase Price payable for such Measurement Period plus (ii) amounts owed by WRC at the start of such Measurement Period for WRC Purchase Price accrued during previous Measurement Periods, WMECO shall remit such excess to WRC in immediately available funds on the next succeeding Business Day following WRC's request therefor. WRC may also agree elect to pay to the Developer/Promoter in addition to the said purchase price all applicable statutory outgoing and expenses on account of GST and any other taxes as may be applicable, betterment fees and all charges declare a dividend (in the manner an amount up to such excess) to WMECO, subject to such restrictions as mentioned are set forth in Part IV Section 5.01(k) of the Fifth Schedule hereto) and costs of extra works for any alterations in the said Unit which the Owner/ Promoter may provide at the request of the Purchasers subject to however permission and/or approval by architects and/or appropriate authorities as the case may be. The Purchasers shall also pay to the Developer/ Promoter any new development charges, levy or taxes imposed and/or made applicable by any Government and Semi-Government Authority before taking possession of the said unitReceivables Purchase Agreement. 5.3 In addition to the aforesaid purchase price, the Purchasers shall pay interest free deposits and additional amounts as detailed in Part-II and Part III of the Fifth Schedule hereunder written and payment of such amounts shall be made at or before taking possession of the Said Unit to the Owner/Promoter and in case the exact liability on any head cannot be quantified, then the payment shall be made according to the Owner’s/Promoter’s reasonable estimation subject to subsequent accounting and settlement within a reasonable period. 5.4 No right title and interest of any nature whatsoever is being created in favour of the Purchasers in respect of the said Unit by virtue of this agreement until the Purchasers have paid or deposited all the amounts herein agreed to be paid or deposited and until execution and registration of the Deed of Conveyance in favour of the Purchasers in respect thereof. 5.5 The Developer/ Promoter hereby agrees to allot to the Purchasers the Parking Space for his own use and not otherwise. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers the right to park only one light motorized vehicle. In case of transfer of the Unit, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unit. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers agree that only the allotted Parking Space would be used exclusively for parking of his light motorized vehicle and would not be used as storage otherwise.

Purchase Price Payment. 5.1 (a) On the Initial Closing Date, WRC shall pay WMECO the WRC Purchase Price for the Receivables and Related Assets sold on that date. Otherwise, on each Adjustment Date WRC and WMECO shall settle as to the WRC Purchase Price for Receivables and Related Assets sold during the related Measurement Period. Notwithstanding such monthly settlement arrangement, on each Business Day the Servicer will, on behalf of WRC, transfer to WMECO (for WMECO's own account except as provided in Section 3.1(b)) all Collections (other than Collections required to be used for other purposes under the Receivables Purchase Agreement) received on each Business Day and such Collections shall be applied by WMECO to any outstanding WRC Purchase Price. On each Adjustment Date, the Servicer, WRC and WMECO shall determine the aggregate amount of such transfers made during the related Measurement Period and the aggregate WRC Purchase Price for Receivables and Related Assets sold during that Measurement Period. The amounts transferred shall then be deemed to have been applied: first, as a payment of deferred WRC Purchase price Price for Receivables sold during any earlier Measurement Period and their Related Assets; and second, as a payment of the said unit aggregate WRC Purchase Price for Receivables sold during the related Measurement Period and their Related Assets. (b) Any portion of the WRC Purchase Price for Receivables and Related Assets sold during any Measurement Period which is Rsnot paid pursuant to priority second above shall be treated as deferred WRC Purchase Price and shall be payable from time to time as provided in subsection (a); provided that any unpaid deferred WRC Purchase Price shall be due and payable on the date that falls nine months after the Purchase and Sale Termination Date. /- If it is determined on any Adjustment Date that Collections paid by the Servicer to WMECO pursuant to Section 3.1(a) during the related Measurement Period exceeded the sum of (Rupees 5.2 The Purchasers i) the WRC Purchase Price payable for such Measurement Period plus (ii) amounts owed by WRC at the start of such Measurement Period for WRC Purchase Price accrued during previous Measurement Periods, WMECO shall remit such excess to WRC in immediately available funds on the next succeeding Business Day following WRC's request therefor. WRC may also agree elect to pay to the Developer/Promoter in addition to the said purchase price all applicable statutory outgoing and expenses on account of GST and any other taxes as may be applicable, betterment fees and all charges declare a dividend (in the manner an amount up to such excess) to WMECO, subject to such restrictions as mentioned are set forth in Part IV Section 5.01(k) of the Fifth Schedule hereto) and costs of extra works for any alterations in the said Unit which the Owner/ Promoter may provide at the request of the Purchasers subject to however permission and/or approval by architects and/or appropriate authorities as the case may be. The Purchasers shall also pay to the Developer/ Promoter any new development charges, levy or taxes imposed and/or made applicable by any Government and Semi-Government Authority before taking possession of the said unitReceivables Purchase Agreement. 5.3 In addition (c) The Servicer (based on information provided to it by WRC) shall at all times maintain information sufficient to determine the aforesaid purchase pricenet amount owed by WRC to WMECO, the Purchasers shall pay interest free deposits and additional amounts as detailed in Part-II and Part III of the Fifth Schedule hereunder written and payment of such amounts shall be made at or before taking possession of the Said Unit by WMECO to the Owner/Promoter and in case the exact liability on any head cannot be quantifiedWRC, then the payment shall be made according to the Owner’s/Promoter’s reasonable estimation subject to subsequent accounting and settlement within a reasonable period. 5.4 No right title and interest of any nature whatsoever is being created in favour of the Purchasers in respect of such WRC Purchase Price; provided, that nothing in this Section 3.1 shall be construed to require the said Unit by virtue Servicer or any Affiliate thereof to deliver to WMECO, WRC or the Agent, a report setting forth any calculation under this Section 3.1, except (i) for the delivery of this agreement until the Purchasers have paid or deposited all the amounts herein agreed to be paid or deposited and until execution and registration an Investor Report in accordance with Section 6.07 of the Deed of Conveyance in favour of the Purchasers in respect thereof. 5.5 The Developer/ Promoter hereby agrees to allot Receivables Purchase Agreement and (ii) to the Purchasers extent requested by WRC or the Parking Space for his own use Agent (x) at any time after the occurrence and not otherwise. Earmarking during the continuance of a Servicer Default or a Transition Event, or (y) on the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers the right to park only one light motorized vehicle. In case of transfer of the Unit, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unit. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers agree that only the allotted Parking Space would be used exclusively for parking of his light motorized vehicle and would not be used as storage otherwiseTermination Date.

Purchase Price Payment. 5.1 (a) The Purchase price consideration payable by the Acquiror to the Company for the Acquired Assets will be (i) cash in an amount of $10,000, (ii) the termination as of the said unit is RsClosing Date (pursuant to Section 5.9) of the NCI Liabilities and (iii) the assumption of the Assumed Liabilities (collectively the "Purchase Price"). /- (Rupees 5.2 The Purchasers also agree to On the Closing the Acquiror will pay to the Developer/Promoter Company by wire transfer to an account designated by the Company in addition cash the amount of the cash portion of the Purchase Price. (b) The allocation of the total consideration for the Acquired Assets for Tax reporting purposes shall be as follows: (i) to cash and cash equivalents, the amount thereof; (ii) to Closing Accounts Receivable, the amount determined by the Acquiror from the Company's records, adjusted by the Acquiror to conform to GAAP; (iii) to inventory, the amount determined by the Acquiror from the Company's records, adjusted by the Acquiror to conform to GAAP; (iv) to leasehold improvements, the greater of fair market value (determined by the Acquiror from its historical experience, or in the Acquiror's sole discretion, by independent appraisal) or the current book value thereof as reflected in the Company's records, adjusted by the Acquiror to conform to GAAP; and (v) the entire remaining balance of the consideration shall be allocated to the said purchase price all applicable statutory outgoing and expenses on account goodwill of GST and any the Company's business or, at the Acquiror's sole discretion, to the other taxes as may be applicable, betterment fees and all charges (intangible assets which are included in the manner as mentioned in Part IV Acquired Assets. The parties acknowledge that such allocations for Tax reporting purposes were determined pursuant to arm's length bargaining regarding the fair market values of the Fifth Schedule hereto) and costs Acquired Assets in accordance with the provisions of extra works for any alterations in the said Unit which the Owner/ Promoter may provide at the request of the Purchasers subject to however permission and/or approval by architects and/or appropriate authorities as the case may beCode Section 1060. The Purchasers shall also pay parties agree to the Developer/ Promoter be bound by these allocations for all federal, state and local Tax reporting purposes, including for purposes of determining any new development chargesincome, levy gain, loss, depreciation or taxes imposed and/or made applicable by any Government and Semi-Government Authority before taking possession of the said unit. 5.3 In addition to the aforesaid purchase price, the Purchasers shall pay interest free deposits and additional amounts as detailed in Part-II and Part III of the Fifth Schedule hereunder written and payment of such amounts shall be made at or before taking possession of the Said Unit to the Owner/Promoter and in case the exact liability on any head cannot be quantified, then the payment shall be made according to the Owner’s/Promoter’s reasonable estimation subject to subsequent accounting and settlement within a reasonable period. 5.4 No right title and interest of any nature whatsoever is being created in favour of the Purchasers other deductions in respect of such assets. The parties further agree to prepare and file all Tax Returns (including Form 8594 under the said Unit by virtue of this agreement until Code) in a manner consistent with such allocations. If the Purchasers have paid Acquiror makes adjustments to conform to GAAP pursuant to clauses (ii), (iii) or deposited all the amounts herein agreed to be paid or deposited and until execution and registration of the Deed of Conveyance in favour of the Purchasers in respect thereof. 5.5 The Developer/ Promoter hereby agrees to allot to the Purchasers the Parking Space for his own use and not otherwise. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers the right to park only one light motorized vehicle. In case of transfer of the Unit(iv) above, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unit. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers agree that only the allotted Parking Space would be used exclusively for parking Acquiror will bear any out-of-pocket expense of his light motorized vehicle and would not be used as storage otherwisemaking such adjustments.

Purchase Price Payment. 5.1 The Purchase price of the said unit is Rs. /- (Rupees 5.2 The Purchasers Purchaser also agree agrees to pay to the Vendor/Owner Developer/Promoter in addition to the said purchase price all applicable statutory outgoing and expenses on account of GST and any other taxes as may be applicable, betterment fees and all charges (in the manner as mentioned in Part IV of the Fifth Schedule hereto) and costs of extra works for any alterations in the said Unit which the Owner/ Promoter may provide at the request of the Purchasers Purchaser subject to however permission and/or approval by architects and/or appropriate authorities as the case may be. The Purchasers Purchaser shall also pay to the Vendor/Owner Developer/ Promoter any new development charges, levy or taxes imposed and/or made applicable by any Government and Semi-Government Authority before taking possession of the said unit. 5.3 In addition to the aforesaid purchase price, the Purchasers Purchaser shall pay interest free deposits and additional amounts as detailed in Part-II and Part part III of the Fifth Schedule hereunder written and payment of such amounts shall be made at or before taking possession of the Said Unit to the Owner/Promoter and in case the exact liability on any head cannot be quantified, then the payment shall be made according to the Owner’s/Promoter’s reasonable estimation subject to subsequent accounting and settlement within a reasonable period. 5.4 No right title and interest of any nature whatsoever is being created in favour of the Purchasers Purchaser in respect of the said Unit by virtue of this agreement until the Purchasers have Purchaser has paid or deposited all the amounts herein agreed to be paid or deposited and until execution and registration of the Deed of Conveyance in favour of the Purchasers Purchaser in respect thereof. 5.5 The Developer/ Promoter Vendor/Owner hereby agrees to allot to the Purchasers Purchaser the Parking Space for his own use and not otherwise. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers Purchaser the right to park only one light motorized vehicle. In case of transfer of the Unit, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unit. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers agree Purchaser agrees that only the allotted Parking Space would be used exclusively for parking of his light motorized vehicle and would not be used as storage otherwise.

Purchase Price Payment. 5.1 The Purchase price of the said unit is Rs. /- 89,27,359/- (RupeesRupees Eighty Nine Lakhs Twenty Seven Thousand Three Hundred Fifty Nine)only which the Purchaser shall pay in the manner as mentioned in Part I of the Fifth Schedule hereto to the Vendor/Owner and the Vendor/Owner through the Developer/ Promoter agrees to construct and sell to the Purchaser the said Unit morefully described in the Third Schedule hereunder. 5.2 The Purchasers Purchaser also agree agrees to pay to the Vendor/Owner Developer/Promoter in addition to the said purchase price all applicable statutory outgoing and expenses on account of GST and any other taxes as may be applicable, betterment fees and all charges (in the manner as mentioned in Part Part-IV of the Fifth Schedule hereto) and costs of extra works for any alterations in the said Unit which the Owner/ Promoter may provide at the request of the Purchasers Purchaser subject to however permission and/or approval by architects and/or appropriate authorities as the case may be. The Purchasers Purchaser shall also pay to the Vendor/Owner Developer/ Promoter any new development charges, levy or taxes imposed and/or made applicable by any Government and Semi-Semi- Government Authority before taking possession of the said unit. 5.3 In addition to the aforesaid purchase price, the Purchasers Purchaser shall pay interest free deposits and additional amounts as detailed in Part-II and Part part III of the Fifth Schedule hereunder written and payment of such amounts amount ‘ s shall be made at or before taking possession of the Said Unit to the Owner/Promoter and in case the exact liability on any head cannot be quantified, then the payment shall be made according to the Owner’s/Promoter’s reasonable estimation subject to subsequent accounting and settlement within a reasonable period. 5.4 No right title and interest of any nature whatsoever is being created in favour of the Purchasers Purchaser in respect of the said Unit by virtue of this agreement until the Purchasers have Purchaser has paid or deposited all the amounts herein agreed to be paid or deposited and until execution and registration of the Deed of Conveyance in favour of the Purchasers Purchaser in respect thereof. 5.5 The Developer/ Promoter Vendor/Owner hereby agrees to allot to the Purchasers Purchaser the Parking Space for his own use and not otherwise. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers Purchaser the right to park only one light motorized vehicle. In case of transfer of the Unit, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unit. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers agree Purchaser agrees that only the allotted Parking Space would be used exclusively for parking of his light motorized vehicle and would not be used as storage otherwise.

Purchase Price Payment. 5.1 (a) The Purchase price consideration for the Acquired Assets will consist of $10,939,217 (plus interest on the deferred portion thereof as described below) plus (i) an amount equal to the Vehicle Fee and Tax Reimbursement and (ii) an amount equal to Qualified Rental Equipment Payments, payable as described below, and the assumption by the Buyer of the said unit is RsAssumed Liabilities. /- (Rupees 5.2 The Purchasers also agree to At the Closing the Buyer will pay to the Developer/Promoter in addition Seller, by wire transfer or other delivery of immediately available funds to an account designated by the Seller prior to the said Closing, an amount equal to $9,252,700 plus an amount equal to the Vehicle Fee and Tax Reimbursement as estimated in good faith by the Buyer and the Seller on the day before the Closing. As soon as practicable after the Closing the Buyer and the Seller will determine the precise amount of the Vehicle Fee and Tax Reimbursement. Promptly after such (a) on the dates set forth therein. At the Closing the Buyer will deposit $750,000 into the Escrow Account by wire transfer or other delivery of immediately available funds. Such escrow deposit will be the property of the Seller subject to the Seller's and the Shareholders' indemnification obligations set forth in this Agreement, and will be held, invested, administered and disbursed according to Section 7.1(b) hereof and the Escrow Agreement. The Shareholders, on the one hand, and the Buyer, on the other, each will pay one-half of the Escrow Agent's fees and reimbursable expenses as and when due. (b) If a reduction in the capital gains or ordinary income tax rate, or any deduction or exclusion from capital gains or ordinary income tax, is enacted into law which is effective as to the transactions contemplated by this Agreement and which reduces the Liability of the Shareholders or the Seller for capital gains or ordinary income tax from the amount which they would be required to pay under the law and regulations in effect as of the date of this Agreement, the purchase price all applicable statutory outgoing and expenses on account for the Acquired Assets will be reduced by one-half of GST and any other taxes as may be applicable, betterment fees and all charges (the reduction in the manner Seller's and the Shareholders' capital gains or ordinary income tax caused by such enactment. The amount of such reduction in liability will be calculated by Mr. Xxxxxx Xxxxxx xxx paid to the Buyer by the Shareholders as mentioned promptly as practicable after such reduction, deduction or exclusion is enacted or adopted, but in Part IV no event later than April 15 of the Fifth year following enactment or adoption. The Price Allocation Schedule hereto) and costs of extra works for any alterations described below automatically will be deemed amended to reflect a corresponding reduction in the said Unit which amount of the Owner/ Promoter may provide purchase price allocated to goodwill and, to the extent, if any, that the reduction in the purchase price exceeds the total purchase price allocated to goodwill in the Price Allocation Schedule at the request Closing, a reduction in the amount of the Purchasers subject purchase price allocated to however permission and/or approval by architects and/or appropriate authorities equipment in the Price Allocation Schedule as the case may be. The Purchasers shall also pay to the Developer/ Promoter any new development charges, levy or taxes imposed and/or made applicable by any Government and Semi-Government Authority before taking possession of the said unit. 5.3 In addition Closing. Mr. Xxxxxx xxxmptly will provide to the aforesaid purchase price, the Purchasers shall pay interest free deposits and additional amounts as detailed in Part-II and Part III of the Fifth Schedule hereunder written and payment of such amounts shall be made at or before taking possession of the Said Unit to the Owner/Promoter and in case the exact liability on any head cannot be quantified, then the payment shall be made according to the Owner’s/Promoter’s reasonable estimation subject to subsequent accounting and settlement within a reasonable period. 5.4 No right title and interest of any nature whatsoever is being created in favour of the Purchasers in respect of the said Unit by virtue of this agreement until the Purchasers have paid or deposited all the amounts herein agreed to be paid or deposited and until execution and registration of the Deed of Conveyance in favour of the Purchasers in respect thereof. 5.5 The Developer/ Promoter hereby agrees to allot to the Purchasers the Parking Space for his own use and not otherwise. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers the right to park only one light motorized vehicle. In case of transfer of the Unit, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unit. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers agree that only the allotted Parking Space would be used exclusively for parking of his light motorized vehicle and would not be used as storage otherwise.the

Purchase Price Payment. 5.1 The Purchase price of the said unit is Rs. _/- (RupeesRupees _ only) which the Purchaser shall pay in the manner as mentioned in Part-I of the Third Schedule hereto to the Developer and the Developer agrees to construct and sell to the Purchaser the said Unit morefully described in the Second Schedule hereunder. 5.2 The Purchasers Purchaser also agree agrees to pay to the Developer/Promoter Developer in addition to the said purchase price all applicable statutory outgoing and expenses on account of GST and GST, Service Tax any other taxes as may be applicable, betterment fees and all charges (in the manner as mentioned in Part IV of the Fifth Schedule hereto) and costs of extra works for any alterations in the said Unit which the Owner/ Promoter Developer may provide at the request of the Purchasers Purchaser subject to however permission and/or approval by architects and/or appropriate authorities as the case may be. The Purchasers Purchaser shall also pay to the Developer/ Promoter Developer any new development charges, levy or taxes imposed and/or made applicable by any Government and Semi-Government Authority before taking possession of the said unit. 5.3 In addition to the aforesaid purchase price, the Purchasers Purchaser shall pay interest free deposits and additional amounts as detailed in Part-II and Part part III of the Fifth Third Schedule hereunder written and payment of such amounts shall be made at or before taking possession of the Said Unit to the Owner/Promoter Developer and in case the exact liability on any head cannot be quantified, then the payment shall be made according to the Owner’s/Promoter’s Developer reasonable estimation subject to subsequent accounting and settlement within a reasonable period. 5.4 No right title and interest of any nature whatsoever is being created in favour of the Purchasers Purchaser in respect of the said Unit by virtue of this agreement until the Purchasers have Purchaser has paid or deposited all the amounts herein agreed to be paid or deposited and until execution and registration of the Deed of Conveyance in favour of the Purchasers Purchaser in respect thereof. 5.5 The Developer/ Promoter hereby agrees to allot to the Purchasers the Parking Space for his own use and not otherwise. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers the right to park only one light motorized vehicle. In case of transfer of the Unit, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unit. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers agree that only the allotted Parking Space would be used exclusively for parking of his light motorized vehicle and would not be used as storage otherwise.

Purchase Price Payment. 5.1 The purchase price for the Property (the "Purchase Price") shall be Thirty-Seven Million and No/100 Dollars ($37,000,000.00). The Purchase price Price shall be payable by Buyer to Seller in cash by wire transfer of funds at closing under this Contract. The Association shall arrange at its sole cost and liability with the party conducting closing to have the Purchase Price allocated among the Association and the Participating Members as they shall have agreed in the Partial Liquidation Plan; provided, however, that the Partial Liquidation Plan is delivered to the party conducting closing no less than thirty (30) days prior to closing and further provided that Buyer shall have no obligation or liability with respect to the distribution of the said unit is Rs. /- (Rupees 5.2 The Purchasers also agree to pay Purchase Price at closing pursuant to the Developer/Promoter in addition Partial Liquidation Plan. The Deposit and the Purchase Price Advance shall be applied to the said purchase price all applicable statutory outgoing Purchase Price at closing. Notwithstanding the foregoing, the parties hereby agree that a portion of the Purchase Price equal to Two Hundred and Fifty Thousand and No/100 Dollars ($250,000.00) ("Escrowed Funds") shall be placed in escrow with Escrow Agent upon closing hereunder for twelve (12) months in order to reimburse Buyer for any costs and expenses on account incurred by Buyer to defend any claims of GST and any other taxes as may be applicable, betterment fees and all charges (kind made against Buyer with regard to Seller's transfer of its interest in the manner as mentioned in Part IV of the Fifth Schedule hereto) Property pursuant to this Contract and costs of extra works for any alterations in the said Unit which the Owner/ Promoter may provide at the request of the Purchasers subject to however permission and/or approval by architects and/or appropriate authorities as the case may be. The Purchasers shall also pay Buyer's resulting title to the Developer/ Promoter Property. All reasonable costs and expenses incurred by Buyer as result of Buyer defending any new such claims (including, without limitation, attorney's fees, court and witness costs, consulting fees, development chargesdelays, levy or taxes imposed and/or made applicable and engineering costs) shall be the sole responsibility of Seller and shall be paid out of such Escrowed Funds until exhausted and thereafter shall be Buyer's sole responsibility. Any amounts remaining of such Escrowed Funds upon the expiration of twelve (12) months after closing hereunder shall be returned to Seller by any Government Escrow Agent. At closing, Seller, Buyer and Semi-Government Authority before taking possession of the said unit. 5.3 In addition Escrow Agent shall enter into an escrow agreement reasonably acceptable to the aforesaid purchase price, parties covering the Purchasers shall pay interest free deposits and additional amounts as detailed in Part-II and Part III of the Fifth Schedule hereunder written and payment of such amounts shall be made at or before taking possession of the Said Unit Escrowed Funds pursuant to the Owner/Promoter and in case the exact liability on any head cannot be quantified, then the payment shall be made according to the Owner’s/Promoter’s reasonable estimation subject to subsequent accounting and settlement within a reasonable periodthis paragraph. 5.4 No right title and interest of any nature whatsoever is being created in favour of the Purchasers in respect of the said Unit by virtue of this agreement until the Purchasers have paid or deposited all the amounts herein agreed to be paid or deposited and until execution and registration of the Deed of Conveyance in favour of the Purchasers in respect thereof. 5.5 The Developer/ Promoter hereby agrees to allot to the Purchasers the Parking Space for his own use and not otherwise. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers the right to park only one light motorized vehicle. In case of transfer of the Unit, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unit. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers agree that only the allotted Parking Space would be used exclusively for parking of his light motorized vehicle and would not be used as storage otherwise.

Purchase Price Payment. 5.1 (a) The Purchase cash purchase price for the Acquired Assets is $4,502,400. At the Closing, the Buyer will, by wire transfer or other delivery of the said unit is Rs. /- immediately available funds, (Rupees 5.2 The Purchasers also agree to i) (A) pay to the Developer/Promoter in addition to the said purchase price all applicable statutory outgoing and expenses on account of GST and any other taxes as may be applicable, betterment fees and all charges Seller (in the manner as mentioned in Part IV of the Fifth Schedule hereto) and costs of extra works for any alterations in the said Unit which the Owner/ Promoter may provide at the request of the Purchasers subject to however permission and/or approval by architects and/or appropriate authorities as the case may be. The Purchasers shall also pay to the Developer/ Promoter any new development chargesSection 2.3(b)), levy or taxes imposed and/or made applicable by any Government and Semi-Government Authority before taking possession of the said unit. 5.3 In addition to the aforesaid purchase price, the Purchasers shall pay interest free deposits and additional amounts as detailed in Part-II and Part III of the Fifth Schedule hereunder written and payment of such amounts shall be made at or before taking possession of the Said Unit to the Owner/Promoter and in case the exact liability on any head cannot be quantified, then the payment shall be made according to the Owner’s/Promoter’s reasonable estimation subject to subsequent accounting increase or decrease as applicable for the Net Rental Equipment Adjustment, $4,052,400, and settlement within a reasonable period. 5.4 No right title (B) deposit $450,000 into the Escrow Account and interest of any nature whatsoever is being created in favour of (ii) assume the Purchasers Assumed Liabilities (and the amounts paid and deposited to and in respect of the said Unit by virtue Seller and the Assumed Liabilities will constitute the full purchase price for the Acquired Assets). The amount deposited in the Escrow Account will belong to the Seller, subject to the Seller's indemnification obligations set forth in this Agreement, and will be held, invested, administered and disbursed according to Section 7.1(b) hereof and the Escrow Agreement. (b) At the Closing, the Buyer will deposit into a demand deposit account in the name of the Buyer and the Shareholders' Agent, from the amount otherwise payable to the Seller pursuant to Section 2.3(a)(i)(A), an amount equal to the Reserve Amount, and such funds shall initially constitute the Liabilities Reserve. The funds on deposit in the Liabilities Reserve will belong to the Seller, subject to the provisions of this agreement until Section 2.3(b). Following the Purchasers have paid Closing, the Liabilities Reserve will be applied to the payment of Reserved Seller Liabilities, by disbursements from that account by 6 the Buyer or deposited all the amounts herein agreed Shareholders' Agent, as the Reserved Seller Liabilities become due and payable. To the extent that the Buyer receives a bill xx invoice representing, or is otherwise aware of, any Reserved Seller Liabilities, the Buyer may cause funds to be paid or deposited disbursed from the Reserve Amount to satisfy such Reserved Seller Liabilities. Reserved Seller Liabilities representing accrued vacation and until execution and registration other accrued employee benefits with respect to those persons who are employees of the Deed of Conveyance in favour Seller as of the Purchasers Closing Date and who become employees of the Buyer effective as of the Closing will be satisfied by payment of the amount thereof to the Buyer as the Buyer provides such benefits or makes cash payments in lieu thereof to employees. The Shareholders' Agent will take all actions necessary to cause the Liabilities Reserve to be applied to satisfy Reserved Seller Liabilities and, if the Liabilities Reserve has been exhausted, the Seller and the Shareholders will provide additional funds as required to satisfy Reserved Seller Liabilities. Nothing in this Agreement will be deemed to limit the joint and several obligations of the Seller and the Shareholders to pay the Reserved Seller Liabilities in full. After all Reserved Seller Liabilities have been satisfied, any excess Liabilities Reserve on deposit in the account created pursuant to this Section 2.3(b) will be paid to the Seller. Any disputes concerning the Liabilities Reserve will be settled by arbitration as provided in this Agreement. (c) As soon as practicable after the Closing, but effective as of the Closing, the parties will prepare and initial a "Price Allocation Schedule", allocating for Tax reporting purposes the total consideration for the Acquired Assets among the various categories of Acquired Assets in the following order and amounts: (i) to cash and cash equivalents, the $2,400 amount on the Closing Balance Sheet; (ii) to Closing Accounts Receivable, the amount on the Closing Balance Sheet; (iii) to Closing Inventory, the amount on the Closing Balance Sheet; (iv) to equipment and leasehold improvements, the greater of the appraised fair market value (if the Buyer in its sole discretion obtains an appraisal before or after the Closing) or the current book value thereof as reflected on the Closing Balance Sheet; (v) to prepaid expenses, the unamortized balance on the Closing Balance Sheet; (vi) to any other assets, other than goodwill, the amount on the Closing Balance Sheet; and (vii) the entire remaining balance of the consideration shall be allocated to the goodwill of the Seller's business or, at the Buyer's sole discretion, to the other intangible assets which are included in the Acquired Assets. The parties acknowledge that such allocations for Tax reporting purposes were determined pursuant to arm's length bargaining regarding the fair market values of the Acquired Assets in accordance with the provisions of Code Section 1060. The parties agree to be bound by the allocations set forth in the Price Allocation Schedule for all federal, state and local Tax reporting purposes, including for purposes of determining any income, gain, loss, depreciation or other deductions in respect thereof. 5.5 The Developer/ Promoter hereby agrees to allot to the Purchasers the Parking Space for his own use and not otherwise. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers the right to park only one light motorized vehicle. In case of transfer of the Unit, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unitsuch assets. The right parties further agree to use prepare and file all Tax Returns (including Form 8594 under the Parking Space under no circumstances is separately transferable. The Purchasers agree that only the allotted Parking Space would be used exclusively for parking of his light motorized vehicle and would not be used as storage otherwiseCode) in a manner consistent with such allocations.

Purchase Price Payment. 5.1 The (a) As consideration for the Acquired Assets and the covenant not to compete described in Section 2.6(c) below, Buyer agrees, subject to the terms, conditions and limitations set forth in this Agreement, to pay Seller the purchase price calculated in the manner set forth below (the “Purchase price Price”); (i) Subject to the establishment of the said unit Escrow Fund and the Purchase Consideration Adjustment as provided below, the Purchase Price shall be the sum of (1) Five Million ($5,000,000) Dollars (the “Cash Consideration”) and (2) the Earnout Consideration (as defined in the Earnout Agreement). At the Closing, the Seller and the Buyer shall execute and deliver to each other a certificate of the Purchase Price, as adjusted by the Purchase Consideration Adjustment, reflecting the calculation of the Purchase Price and Purchase Consideration Adjustment. (b) At the Closing, Buyer shall pay to Seller the Cash Consideration (less the Escrow Fund and adjusted for the Purchase Consideration Adjustment, if any) by wired funds. (c) At the closing, Buyer shall deliver to Banknorth Investment Management Group (the “Escrow Agent”), an amount equal to Three Hundred Thousand ($300,000.00) Dollars (the “Escrow Fund”), to be held by the Escrow Agent in escrow pursuant to the terms and conditions of an escrow agreement by and among Seller, the Stockholders, Buyer and the Escrow Agent in substantially the form as attached as Exhibit A hereto (the “Escrow Agreement”), to provide Buyer with security for the indemnification obligations of Seller and the Stockholders pursuant to Section 9 of this Agreement. Subject to the determination of the Reduced Purchase Adjustment (as defined in Section 2.4(e)(ii)), if any, and any claims asserted by Buyer against the Escrow Fund in accordance with the terms of this Agreement and the Escrow Agreement, the remaining balance of the Escrow Fund, if any, together with any interest accrued on the Escrow Fund, if any, shall be released to Seller six (6) months from the Closing Date; provided, however, that any amounts reserved for pending indemnity claims asserted by Buyer on or prior to the date of the release of the Escrow Fund shall be retained in escrow until such time as such pending indemnity claim of the Buyer is Rssatisfied or settled in accordance with the terms and conditions of this Agreement and the Escrow Agreement. (d) If the Purchase Consideration Adjustment based on the Estimated Closing Balance Sheet is greater than $0, the Purchase Price paid at Closing shall be increased on a dollar-for-dollar basis. /- If the Purchase Consideration Adjustment based on the Estimated Closing Balance Sheet is less than $0, the Purchase Price paid at Closing shall be decreased on a dollar-for-dollar basis. (Rupeese) Within one hundred twenty (120) days from the Closing Date, Buyer shall prepare and provide to Seller a balance sheet of the Seller, including only Acquired Assets and Assumed Liabilities as of the close of business on the Closing Date, prepared in accordance with GAAP (the “Final Closing Date Balance Sheet”). Seller may submit to Buyer, not later than ten (10) days from receipt of the Final Closing Date Balance Sheet from Buyer, a list of the components of the Final Closing Date Balance Sheet with which the Seller disagrees, if any (a “Dispute Notice”). If no Dispute Notice is provided prior to such date, the Final Closing Date Balance Sheet shall be deemed to have been accepted and agreed to by the Seller and shall be final and binding on the parties to this Agreement. In the event of a Dispute Notice, Buyer and Seller shall thereafter for a period of up to twenty (20) days negotiate in good faith to resolve any items of dispute. Any items of dispute which are not so resolved shall be submitted to the Boston, Massachusetts Office of Xxxxx Xxxxxxxx, LLP (the “Final Adjustment Auditor”), which shall be retained to resolve any such dispute, the expenses of which shall be shared one-half by Buyer and one-half by Seller. The determination of such Final Adjustment Auditor shall be final and binding on the parties hereto, absent manifest error. 5.2 The Purchasers also agree (i) If the Purchase Consideration Adjustment, as finally determined based upon the Final Closing Date Balance Sheet (determined pursuant to the procedures set forth in Section 2.4(e)), exceeds the Purchase Consideration Adjustment determined based on the Estimated Closing Date Balance Sheet (such excess, if any, referred to herein as the “Additional Purchase Consideration Adjustment”), Buyer shall, on or within fifteen (15) days after the Final Closing Date Balance Sheet becomes final and binding, pay to the Developer/Promoter Seller in addition cash the amount of the Additional Purchase Consideration Adjustment. (ii) If the Purchase Consideration Adjustment, as finally determined based upon the Final Closing Date Balance Sheet (determined pursuant to the said purchase price all applicable statutory outgoing and expenses procedures set forth in Section 2.4(e)), is less than the Purchase Consideration Adjustment determined based on account of GST and any other taxes as may be applicablethe Estimated Closing Date Balance Sheet (such excess, betterment fees and all charges (in the manner as mentioned in Part IV of the Fifth Schedule hereto) and costs of extra works for any alterations in the said Unit which the Owner/ Promoter may provide at the request of the Purchasers subject if any, referred to however permission and/or approval by architects and/or appropriate authorities herein as the case may be. The Purchasers shall also “Reduced Purchase Consideration Adjustment”), Seller and/or Shareholders shall, jointly and severally, on or within fifteen (15) days after the Final Closing Date Balance Sheet becomes final and binding, pay to the Developer/ Promoter any new development charges, levy or taxes imposed and/or made applicable by any Government and Semi-Government Authority before taking possession Buyer in cash the amount of the said unitReduced Purchase Consideration Adjustment. 5.3 In addition to the aforesaid purchase price, the Purchasers shall pay interest free deposits and additional amounts as detailed in Part-II and Part III of the Fifth Schedule hereunder written and payment of such amounts shall be made at or before taking possession of the Said Unit to the Owner/Promoter and in case the exact liability on any head cannot be quantified, then the payment shall be made according to the Owner’s/Promoter’s reasonable estimation subject to subsequent accounting and settlement within a reasonable period. 5.4 No right title and interest of any nature whatsoever is being created in favour of the Purchasers in respect of the said Unit by virtue of this agreement until the Purchasers have paid or deposited all the amounts herein agreed to be paid or deposited and until execution and registration of the Deed of Conveyance in favour of the Purchasers in respect thereof. 5.5 The Developer/ Promoter hereby agrees to allot to the Purchasers the Parking Space for his own use and not otherwise. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers the right to park only one light motorized vehicle. In case of transfer of the Unit, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unit. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers agree that only the allotted Parking Space would be used exclusively for parking of his light motorized vehicle and would not be used as storage otherwise.

Purchase Price Payment. 5.1 The Purchase price of On the said unit is Rs. /- (Rupees 5.2 The Purchasers also agree terms and subject to the conditions set forth in this Agreement, the Company agrees to pay to the Developer/Promoter Originator the Purchase Price for the purchase to be made from the Originator on each Payment Date (i) in addition cash, (ii) by making a draw under a promissory note issued in the form of Exhibit A by the Company to the said purchase price Originator (each such promissory note, as it may be amended, supplemented, endorsed or otherwise modified from time to time, together with all applicable statutory outgoing promissory notes issued from time to time in substitution therefor or renewal thereof in accordance with the Transaction Documents, a “Subordinated Note”), which such promissory note shall be executed and expenses on delivered by the Company to the Originator prior to the first instance in which such note is to be drawn upon, (iii) in the case of Receivables generated by STI, at its election, by means of an increase in the capital account of GST STI in the Company, or (iv) any combination of the foregoing; provided, that the principal amount outstanding under any Subordinated Note may be increased on any Payment Date in an amount not to exceed the lesser of (A) the portion of the Purchase Price not paid in cash and (B) the maximum amount of borrowings that could be borrowed under the Subordinated Notes without rendering the Company insolvent. All amounts paid by the Company to the Originator shall be allocated first to the payment of any Purchase Price then due and unpaid, second to the payment of accrued and unpaid interest, if any, on the Subordinated Note of the Originator; third to the repayment of the principal outstanding on the Subordinated Note of the Originator to the extent of such outstanding principal thereof as of the date of such payment before such amounts may be allocated for any other taxes as may be applicablepurpose and fourth, betterment fees and all charges (solely in the manner case of STI, as mentioned in Part IV a distribution on capital. The Company shall (or shall cause the Servicer to) make all appropriate record keeping entries with respect to each of the Fifth Schedule hereto) Subordinated Notes to reflect the foregoing payments and costs of extra works for any alterations in reductions made pursuant to Section 3.2, and the said Unit which the Owner/ Promoter may provide at the request Company’s books and records shall constitute rebuttable presumptive evidence of the Purchasers subject to however permission and/or approval by architects and/or appropriate authorities as principal amount of, and accrued interest on, each of the case may beSubordinated Notes at any time. The Purchasers shall also pay Originator hereby irrevocably (i) agrees to return the Subordinated Notes to the Developer/ Promoter any new development charges, levy or taxes imposed and/or made applicable by any Government and Semi-Government Authority before taking possession Company upon the final payment thereof after the occurrence of the said unit. 5.3 In addition Purchase and Sale Termination Date, and (ii) authorizes the Company to xxxx the aforesaid purchase priceSubordinated Notes “CANCELLED”. If, on any Business Day, the Purchasers shall Company is unable to pay interest free deposits the Purchase Price for Receivables and additional amounts as detailed in Part-II and Part III of the Fifth Schedule hereunder written and payment of such amounts shall be made at or before taking possession of the Said Unit Related Rights pursuant to the Owner/Promoter and in case the exact liability on any head cannot be quantifiedthis Section 3.1, then the payment Originator, as applicable, shall be made according on such Business Day provide written notice thereof to the Owner’s/Promoter’s reasonable estimation subject to subsequent accounting and settlement within a reasonable periodAdministrative Agent. 5.4 No right title and interest of any nature whatsoever is being created in favour of the Purchasers in respect of the said Unit by virtue of this agreement until the Purchasers have paid or deposited all the amounts herein agreed to be paid or deposited and until execution and registration of the Deed of Conveyance in favour of the Purchasers in respect thereof. 5.5 The Developer/ Promoter hereby agrees to allot to the Purchasers the Parking Space for his own use and not otherwise. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers the right to park only one light motorized vehicle. In case of transfer of the Unit, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unit. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers agree that only the allotted Parking Space would be used exclusively for parking of his light motorized vehicle and would not be used as storage otherwise.

Purchase Price Payment. 5.1 TRITON is obligated to pay the purchase price for the vehicle or a Contract only upon receipt and approval of the following with thirty (30) days of TRITON's approval of the transaction: a. The Purchase Contract and all other documents required by TRITON or DEALER, it being understood that DEALER shall provide the following in connection with each Contract; i. a copy of the factory invoice or Monroney label showing the DEALER's cost and wholesale price for the vehicle; ii. a copy of the invoice listing all DEALER supplied accessories and setting forth the wholesale price of each such accessory; iii. a copy of the said unit is Rs. /- (Rupees 5.2 The Purchasers also agree to pay application for title, and, where separately applied for, registration, to the Developer/Promoter in addition vehicle including appropriate attachments submitted by DEALER to the said purchase price all applicable statutory outgoing and expenses on account of GST and any other taxes as may be applicable, betterment fees and all charges (appropriate governmental agency showing the interests in the manner vehicle as mentioned directed by TRITON; iv. original credit application in Part IV a form specified by TRITON from each party liable under the Contract, with each application properly completed and executed in accordance with TRITON's directions; and v. original guarantee of title. b. evidence satisfactory to TRITON that the Fifth Schedule hereto) Buyer has in effect insurance providing the coverages required under the Contract and costs of extra works for any alterations in providing TRITON the said Unit which rights contemplated to be available to Seller under the Owner/ Promoter may provide at the request of the Purchasers subject to however permission and/or approval Contract; and c. all monies received by architects and/or appropriate authorities as the case may be. The Purchasers shall also pay DEALER with respect to the Developer/ Promoter any new development charges, levy or taxes imposed and/or made applicable Contract prior to its transmittal to TRITON other than amounts TRITON has agreed are to be retained by any Government DEALER and Semi-Government Authority before taking possession of the said unit. 5.3 In addition forwarded to the aforesaid purchase price, the Purchasers shall pay interest free deposits and additional amounts as detailed in Part-II and Part III of the Fifth Schedule hereunder written and payment of such amounts shall be made at or before taking possession of the Said Unit appropriate governmental agency to the Owner/Promoter and in case the exact liability on any head cannot be quantified, then the payment shall be made according to the Owner’s/Promoter’s reasonable estimation subject to subsequent accounting and settlement within a reasonable period. 5.4 No right title and interest of any nature whatsoever is being created in favour of the Purchasers in respect of the said Unit by virtue of this agreement until the Purchasers have paid or deposited all the amounts herein agreed to be paid or deposited and until execution effect titling and registration of the Deed of Conveyance in favour vehicle or retained by DEALER as a portion of the Purchasers in respect thereof. 5.5 purchase price to be paid by TRITON for the Contract or the amount of any down payment. The Developer/ Promoter hereby agrees to allot to the Purchasers the Parking Space purchase price for his own use a Contract shall be an amount agreed upon between TRITON and not otherwiseDEALER. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers TRITON reserves the right to park only one light motorized vehicle. In case of transfer issue a check or draft for the payment of the Unitpurchase price jointly to DEALER and any third person TRITON deems to have a security interest in the vehicle, the right Contract which may not be extinguished upon sale to use the Parking Space shall be automatically transferred along with the Apartment/UnitTRITON. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers Moreover, TRITON and DEALER may agree that only a portion of the allotted Parking Space would purchase price may be used exclusively for parking of his light motorized vehicle held, administered and would not be used distributed as storage otherwiseprovided in the succeeding paragraph.

Purchase Price Payment. 5.1 2.1 The purchase price for the property will be one million, nine hundred thousand dollars (1,900,000.00) (the "Purchase Price"), payable with minimum of seventy five percent cash or certifiable funds on the day of closing. The Purchase price will be allocated among the assets being purchased and sold pursuant to an allocated schedule to be agreed upon between the parties during the inspection period. 2.2 Buyer will deposit Five Thousand ($5,000.00) with the Escrow Agent (hereinafter defined) within thirty days of the said unit Effective Date. The foregoing term is Rs. /- (Rupeesreferred to in this Agreement as the "Escrow Deposit" and will be credited to Buyer and paid to Seller at closing, subject to the terms of this Agreement. 5.2 The Purchasers also agree 2.3 At closing Buyer will pay to Seller a sum sufficient to pay seventy five percent of the purchase price, after credit for the Escrow Deposit and prorations, credits, and adjustments otherwise permitted by this Agreement, by certified or cashier's check drawn on a Florida banking institution or wire transfer of immediately available funds received by Seller prior to 2:00 p.m. EDT on the day of closing. 2.4 Escrow Agent Century 21 Xxxx Xxx Realty, Inc. Shall as escrow agent under this agreement. The sole responsibility of the Escrow Agent shall be to deposit the Escrow Deposit into an account with a local bank upon execution and delivery of all forms and documents necessary to do so and to disburse said funds according to the Developer/Promoter terms of this Agreement. The Escrow Agent shall notify the parties hereto of the date of deposit, name of institution, and current interest rate within (5) days of deposit. In the event of a breach of this Agreement by either Seller or Buyer, or if in the sole discretion of the Escrow Agent, some doubt exists as to when, to whom, or under what circumstance such Escrow Deposit shall be disbursed hereunder and the parties hereto are unable after twenty (20) days' prior writen notice thereof from Escrow Agent to agree and direct Escrow Agent in writing, as to when, to whom, or under what circumstances Escrow Agent shall disburse the same. Escrow Agent shall be entitled to interplead said Escrow Deposit into the Circuit Court of Pasco County, Florida, without further liability or responsibility on its part, Court expenses, or attorney's fees occurred by Escrow Agent in connection with any such interpleader may be deducted by the Escrow Agent from the amount of the Escrow Deposit prior to the deposit into the registry of the court. In any event, however, all parties agree that Escrow Agent shall have no liability or any further responsibility to any party or person whomsoever for any disbursement of this Escrow Deposit made by the Escrow Agent in good faith unless such disbursement shall constitute a willful breach of the duties and obligations of Escrow Agent under this Agreement, or gross negligence on the part of the Escrow agent. In the event of any default by the Buyer, any court, expenses, or attorney fees deducted by Escrow Agent from the escrow deposit shall be reimbursed and paid by the Buyer to the Seller in addition to the said purchase price all applicable statutory outgoing other remedies and expenses on account of GST and any other taxes as may be applicable, betterment fees and all charges (in the manner as mentioned in Part IV of the Fifth Schedule hereto) and costs of extra works for any alterations in the said Unit which the Owner/ Promoter may provide at the request of the Purchasers subject to however permission and/or approval by architects and/or appropriate authorities as the case may be. The Purchasers shall also pay to the Developer/ Promoter any new development charges, levy or taxes imposed and/or made applicable by any Government and Semi-Government Authority before taking possession of the said unitdamages. 5.3 In addition to the aforesaid purchase price, the Purchasers shall pay interest free deposits and additional amounts as detailed in Part-II and Part III of the Fifth Schedule hereunder written and payment of such amounts shall be made at or before taking possession of the Said Unit to the Owner/Promoter and in case the exact liability on any head cannot be quantified, then the payment shall be made according to the Owner’s/Promoter’s reasonable estimation subject to subsequent accounting and settlement within a reasonable period. 5.4 No right title and interest of any nature whatsoever is being created in favour of the Purchasers in respect of the said Unit by virtue of this agreement until the Purchasers have paid or deposited all the amounts herein agreed to be paid or deposited and until execution and registration of the Deed of Conveyance in favour of the Purchasers in respect thereof. 5.5 The Developer/ Promoter hereby agrees to allot to the Purchasers the Parking Space for his own use and not otherwise. Earmarking of the location and the parking number will be done at the time of handing over the possession of the Unit. Each allotted car parking space will entitle the Purchasers the right to park only one light motorized vehicle. In case of transfer of the Unit, the right to use the Parking Space shall be automatically transferred along with the Apartment/Unit. The right to use the Parking Space under no circumstances is separately transferable. The Purchasers agree that only the allotted Parking Space would be used exclusively for parking of his light motorized vehicle and would not be used as storage otherwise.