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MODEL MOU FOR DEVELOPMENT

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MODEL MOU FOR DEVELOPMENT




ARTICLES OF MOU for DEVELOPMENT made at Bangalore this _____ day of __________, 20__ between Mr .............................................................. Chairman/Director/MD/authorised representative of the Company Registered under Companies Act having its registered office at ................................................... .................... hereinafter called "the prospective Owners" in short TPO’s (which expression shall unless it be repugnant to the context or meaning thereof, be deemed to include their successors in office and interest, executors, assigns, and administrators) of the One Part.

and

Mr ................................................. S/O ...................................................... aged ...................................................... Resident of ................................................................ having partnership in the firm M/S .................................................................... and authorised as duly representing partner of the firm engaged in the business of Real estate and Development of Lands in and around Karnataka having its office at .......................................................................................................................................................... ............... hereinafter called "the Developer" (which expression shall, unless it be repugnant to the context or meaning thereon be deemed to include his heirs, partners, executors, administrators and assigns) of the Other Part:

Both “TPO’s” and “the developer” are collectively called as “the parties” in this MOU.

Whereas the TPO’s are absolutely making efforts with active facilitation of the developers to buy the said property from prospective sellers the properties as described in annexure I to this MOU, the prospective sellers has proposed to the parties herein to sell their interest in the said properties after getting conversion of the nature of use of the lands, the developer herein has concurred his interest in facilitating the land purchase by he TPO’s after getting all the legal formalities done ate the expenditure of ....................... The supervision of legal verification of title to the said properties in each cases/ sale agreements/sale deeds/ GPA’s/ possession delivery letters/ liasoning with appropriate authorities for getting necessary approvals/ development of such lands/ etc are the undertaken works of the developers at the cost and expenditure of ....................................... later through the letters from prospective sellers, TPO’s seizing and possessing of or otherwise well and sufficiently entitled to all those pieces or parcels of lands or grounds situated lying and being at ....................... Grama ........................... Hobli .................................. Taluk .................................... District in the registration District and sub-District of ............................. City and ............................ Suburban admeasuring total proposed land purchase, measuring about................. Acres ................Guntas including Kharab Land or thereabouts and more particularly described in the annexure I to this MOU (hereinafter for the sake of brevity referred to as "the said property");

Andwhereas the said property is vacant agricultural land and except a portion thereof which is presently having ........................................... & ...................................... which fact the parties are aware, both having inspected the said property prior to the execution of these presents; the said property comes under ................................................ zoning pattern under the existing zonal regulations governing the said area. The said property is likely to be converted into residential layout after obtaining necessary clearance from Deputy Commissioner of the District and planning authority. The parties are well acquainted with the above facts have assented to these presents;

And whereas for better management, control, administration, planning, development, liasioning with appropriate authorities, zoning, subdivision, and site plan permitting, engineering, grading, dedications, infrastructure installation, and for engaging necessary consultancy services for the proposed land purchase and development into residential layout; parties has reached this MOU for the smooth completion of the development project;



And whereas The TPO’s have agreed to grant to the Developer and the Developer has agreed to accept from the TPO’s exclusive rights of development of the said property upon the terms and subject to the conditions herein recorded.


NOW IT IS HEREBY AGREED BY AND BETWEEN THE PARTIES HERETO as follows:

1. The TPO’s has this day paid to the developers a sum of Rs...............................

(Rupees...........................................................) only as and by way of earnest money for executing sale agreements, verification of title, conversion formalities initiation and other initial works for the purchase of the said property from prospective sellers;

2. The developer shall facilitate to complete the legal formalities of the said property for getting Sale deed registration of the said property in the name of TPO’s

3. The TPO’s hereby grant exclusive right to the Developers of development of the said property as and when the possession is obtained by them, by necessaryly communicating the aspect by a suitable letter with authorisation , after completion of the sale transactions a suitable GPA will be provided to the developer for the suitable execution of development of land which was obtained as "as is where is basis" and the Developer accepts the same for the consideration and subject to the terms and conditions herein provided.

4. It is specifically agreed that the necessary GPA will be given to the Developers, to submit plans for sanctioning of lay out for construction of buildings and/or other structures on the said property or any part or portion thereof, with necessary guidance and approval of the TPO’s.

5. The said plans shall be prepared by the Architects of the Developer and at the costs of the ............................... and the plans as are prepared by the Developer through their Architects with cocurrence of TPO’s and copy of the finally approved plan shall be given to the TPO’s

6. Soon after the execution of this MOU, if so required, the TPO’s shall execute a Power of Attorney in favour of the Developer or any other person nominated by the Developer to approach all public authorities and to submit and obtain sanction of plans of lay-out and the buildings and structure/s to be constructed on the said property or any portion thereof from the Municipal Corporation of ............................... and all other concerned authorities.

7. The Parties are aware that certain portions of the said property are under .................................................... under zoning regulations, It is agreed that the parties shall under no circumstances be liable to remove the said reservations nor shall the TPO’s be entitled to any reduction in the consideration payable hereunder on account of the said reservations. However, the TPO’s shall sign all applications, papers, writings, etc. as may be required by the Developer the purpose of removing such reservations.

8. In consideration for the work of facilitation of the land purchase and other incidental liasioning, verifications and documentations provided by the developer a minimum consideration of Rs. ........................- (Rupees .......................................................... only) for one acre of sale of the said property (hereinafter called "the minimum consideration for sale” or “MCS")In consideration of the work of development to be carried out by the Developer under this Agreement, the Developer shall be paid by TPO’s a minimum consideration of Rs. ........................- (Rupees .......................................................... only) for one acre of development of the said property (hereinafter called "the minimum consideration for development" or “MCD”) or an amount calculated at the rate of Rs........................ per square foot of the total area of the said property; whichever is higher and the said total consideration amount shall be paid in the manner following:

(1) Rs. ____________/- (Rupees ______________________ ____________ only) on the execution hereof being the earnest money or deposit (receipt of which sum the developers do hereby admit and acknowledge).

(2) Rs. ____________/- (Rupees _____________________ _____________ only) being the balance consideration (MCD)which shall be paid by the TPO’s in proportional instalments as and when progress of development continues;


.

9. The considerations and balance considerations over the sale agreements(MCS) will have to be paid through crossed cheque to prospective sellers by the developers out of the earnest money and subsequent advances made by the TPO’s to the developer, subject to following conditions; The prospective sellers making out the marketable title to the said property free from all encumbrances and reasonable doubts. The Appropriate Authority issuing its NOC under Section 269 UL(3) of the Income-tax Act, 1961. The prospective sellers handing over complete vacant possession of the said property to the Developers under an irrevocable license. The TPO’s shall hand over formal possession of the property to the Developer on execution of the Conveyance

10. Notwithstanding anything contained in the preceding clause it is specifically agreed by and between the parties hereto that after execution hereof the Developer shall be entitled to put up fencing around the said property or any portion or portions thereof, for the purposes of preventing any encroachments but subject to the existing ......................................, and shall also be entitled to put up fencing around the portions of the property in ............................................................ as hereinabove provided. The Developer shall also make arrangements for guarding the said property and preventing any further encumbrance or encroachment by trespassers or unauthorised persons upon the said property or any part or portions thereof. All costs, charges and expenses in respect of the above shall be borne and paid by ............................ alone. The parties shall not be liable to remove and/or vacate the encroachments or unauthorised occupants who are already occupying portions of the said property nor shall they be liable in respect of any further encroachment or unauthorised occupation on the said property.

11. As from the date hereof, the Developer shall be solely entitled at his own risk to deal and/or negotiate with the unauthorised occupants and/or trespassers on the said property and to take any proceedings against them and/or to arrive at any arrangement or agreement with them at the costs, charges and expenses of the Developer alone. However, the TPO’s/prospective sellers shall empower and authorise the Developer and/or his nominees under the Power of Attorney to be executed as aforesaid to effectively deal and/or negotiate with the trespassers or unauthorised occupants and to receive the possession of the respective area occupied by such trespassers or unauthorised occupants subject to the consideration having been fixed by the parties for the said property as mentioned hereinabove. The Developer shall also be entitled to hand over, on behalf of the Owners, any area of the said property, which falls under reservation and/or set-back and/or requisition or acquisition to the relevant authorities in the event the same becomes necessary on receiving proper notice from the authorities and for that purpose, the Owners shall grant suitable powers and authorities in the said Power of Attorney to be granted to the Developer and/or his nominee.

12. The conversion fine and other incidental expenses for the said land coversion are the sole responsibility of ...................................................... The stamp duty and registration expenses over the sale agreements and sale deeds are the sole responsibility of ................................................................... The lands as marked as said property in annexure-I is mutually priced at Maximum Rs ................................. per acre ( Rupees......................................... per acre). Upto the said maximum price limits, the lands shall be acquired by the developer from the prospective sellers, The TPO’s is bound to get registered such lands at the maximum price even if there is any agreement to the contrary price entered by the developer and prospective sellers. The betterment fees, land revenue, and other incidental expenditure are at the sole responsibility of TPO’s.

13. All the legal obstacles and consequences in execution of the development and acquiring of lands has to be cleared by the developer at the cost and expenditure of.............................................. as soon as possible to complete the project.

14. TPO’s authorize the developers to initiate or withdraw or compromise/ any proceedings/ complaint/ application/ and other correspondence on behalf of them for the successful completion of the project.

15. The provision of electrification, drinking water source, water supply, drainage for rainwater, drainage for households/underground drainage, effluent treatment plant/ parks development, playgrounds, plantation of tress, Road asphalting, footpaths constructions, cul-dec provisions, road intersections development, compound wall, construction of entrance and exit gates, rain water harvesting, and ground water recharging, waste collection spaces, numbering of sites and roads with suitable boards,and other development works as may be mutually agreed upon is included under the development works.

16. Layout map approved by the authority shall not be deviated by the developer in developing the layout. The map shall be permanently displayed at the entrance of the layout. Hiring of security and temporary construction of gowdown/office/sheds and Insurance coverages in respect to various risks are at the sole discretion of the developer. All the temporary erections if not needed by the TPO’s shall be cleared by the developer without seeking any compensation.

17. After the completion of the development work to the satisfaction of the local planning authority, and claiming all the pending bills peacefull possession shall be given by the developer to TPO’s along with possession letter and possession certificate from the local authority.

18. In the course of development works, after the completion of each stage of development, the developer may raise bills and TPO’s shall release such bills after satisfying through their engineers. The developer is authoised to engage standard professionals in aid and execution of the development. The developer shall provide legal opinion over the title of each properties from the proffessional Advocate with indepth analysis of title and certification of title.

19. The TPO’s or their authorized representative or agent is entitled to enter and examine the said property at all reasonable times and may serve notice on second party any deficiency in the execution of development works.

TPO’S DECLARE THAT:

1. The TPO’s are the proposed owners of the said property described in the annexure-I hereunder written which is also shown on the plan hereto annexed and marked "A" is being under the process of sale with due considerations and thereon shown surrounded by a red coloured boundary line and that the said property is vacant save and except the portions thereof, which are at present occupied and/or encroached upon by the unauthorised occupants and portions whereof are under reservations as aforesaid.

2. Until the sale deed execution after fulfilling formalities, the prospective sellers have good right, full power and absolute authority to grant exclusive possessory rights to develop the said property described in the Annexure-I hereunder by a written authorization to the Developer and the Developer shall be entitled to develop the said property subject to the terms and conditions herein contained.

3. They have not created prior to the date hereof nor shall they create hereafter during the pendency of the Agreement any right or encumbrance or agreement of any nature whatsoever in respect of the said property or any part thereof.

MUTUAL RESPONSIBILITIES

1. Simultaneously with the execution hereof, the PARTIES shall deposit all the title deeds relating to the said property described in the annexure-I hereunder written with the Advocate ............................................................... until the completion of the transaction herein. The said Advocate shall after examining the title and documenting the deeds with suitable opinion, send opinion and accountable receipt of all the title deeds to the said TPO’s and retain originals until both the parties settle their mutual rights and liabilities over the MOU. On the completion of the transaction herein the developers through the said Advocate hand over to the TPO’s all the said title deeds against an ordinary receipt.

2. Upon the Competent Authority granting the requisite permission and/or sanction for the development of the said property and on sanction of the plans by the Municipal Corporation of ............................... and all other concerned authorities as aforesaid the Developers shall after obtaining possession be entitled to commence construction on the said property, for which license to enter upon would be given by the prospective sellers or TPO’s to the Developer pursuant to this Agreement by a separate letter. The development to be carried out by the Developer shall be in accordance with the permissions granted by the Competent Authority under the relevant provisions of the different regulations, circulars and Acts and shall also be in accordance with the sanctioned plans. The Developer shall also be entitled in his own right to enter into agreements on what is popularly called sub contracts or otherwise and/or arrangements with any person or persons of their choice for the purpose of any works to be carried by the Developer on the said property or any portions thereof in accordance with the terms and conditions laid down by the Competent Authority and in the sanctioned plans and to receive and appropriate the consideration payable in respect thereof and/or any part thereof for their own benefit and use. Such agreements and/or arrangements shall be entered into by the Developer in his own name and at his own costs and risk and no risk or liability of any kind shall be incurred by the TPO’s in any manner.

3. After the receipt of the full consideration by the prospective sellers from the Developers, the developers shall facilitate to persuade prospective sellers to execute one or more Deeds of Conveyance as may be desired by the TPO’s but at the costs and expenses in all respects being borne and paid by the TPO’s including stamp duty and registration charges, in respect of the said property or portions thereof, as the case may be;

4. On receipt of the full consideration amount by the prospective sellers, if for any reason the Developers fail to obtain the Conveyance of the said property, then the TPO’s shall, at the request of the Developers, execute a Power of Attorney in favour of the Developer and/or his nominees or nominee or representatives empowering and authorising the said Attorneys, inter alia, to file a suit for specific performance, until settling of dispute, No further consideration shall be paid by the Developer to the prospective seller until execution of such Deed or Deeds of Conveyance.

5. Prior to the execution of one or more Deeds of Conveyance in respect of the said property or any portions thereof in the manner mentioned herein, the prospective sellers shall produce the requisite Certificate under the provisions of Section 230A of the Income-tax 1961 for effectively vesting the said property in favour of the TPO’s or in favour of the person or persons nominated by the TPO’s. It is further agreed that in the event the said Deed or Deeds of Conveyance or any of them are not executed at the time of payment of the balance consideration amount an amount representing 20% of the total consideration amount shall be retained by the developers Advocates until the production of the said Certificate/s under the provisions of Section 230A of the Income-tax Act.

6. The prospective seller shall pay and discharge all assessments, outgoings, taxes, etc. payable in respect of the said property upto the date the possession of the said property is handed over by them to the Developer. Thereafter, the same shall be paid and borne by the TPO’s alone. The TPO’s shall pay and discharge all outgoings, assessments, taxes, etc. for the entire property after possession of the same whether whole or in part is handed over to the Developer.

7. The prospective seller shall declare that no notice of acquisition or requisition issued by the Municipal authorities or under the Epidemic Diseases Act or any other statute has been served upon them or anyone on their behalf. If however, any notice or requisition of the Municipal authorities or other public body is issued in respect of the said property after the date of execution of these presents but before the completion of the transaction the TPO’s/ prospective sellers until sale deed execution, shall comply with the same at their costs and expenses.

8. The prospective sellers shall declare that at present no notice or requisition has been served by the Government of Karnataka or Municipal authorities or highway authorities or planning authorities for requisition or acquisition or set-back in respect of the said property or any part thereof and that so far as they are aware no such requisition or acquisition or set-back is contemplated. Provided always that care shall be taken by the developers in verification of whether the prospective owners have concealed any such notice issued, inter alia, under any of the Acts as aforesaid, the Developer shall reserve his right to cancel the sale Agreements and on such cancellation to receive forthwith the earnest money and all other payments made, if any.

9. All disputes and differences that may arise between the parties hereto relating to or in connection with the matter of this MOU or between the parties or their representatives shall be referred to the sole and final arbitration of Mr. _______________ or failing him Mr. ____________ as the sole Arbitrator whose decision shall be binding on both the parties. The Arbitrator shall have summary powers.

10. All out-of-pocket expenses of and incidental to this agreement including the expenses for Deed/s of Conveyance and other documents and writings including stamp duty and registration charges shall be borne and paid by the TPO’s alone. The parties shall bear and pay their respective Advocates' professional costs.

11. The Developer shall be entitled to develop the said property either by himself and/or through his nominees including a firm, wherein he is a partner or a company wherein he is a Director, provided however, all the obligations and liabilities undertaken by the Parties under this Agreement shall remain in full force and be binding upon the parties, and in particular their liability for payment of all amounts under this MOU.

12. The PARTIES hereby declare that they have not entered into with any person or persons Agreement to Sale or Lease or created any third party rights in favour of any person or persons in respect of the said property.

In Witness whereof the parties hereto have hereunto set and subscribed their respective hands the day and the year first hereinabove written.


TPO’s




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Name:…………………………………….LTM SIGNATURE

THE DEVELOPER




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Name:…………………………………….LTM SIGNATURE



Witnesses
Name……………………………..
S/O……………………………….

Adress……………………………

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Name……………………………..
S/O……………………………….

Adress……………………………

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2 comments:

Anonymous said...

Good Information

Anonymous said...

Good information

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