COMPROMISE DEED

This Compromise Deed (“Deed”) is made and executed at Gurgaon, on this 17th day of
August, 2015.

BETWEEN

Sanjay Gupta S/o Lt Sh. Jagdish Chand R/o S.K. Batteries & Auto Electrical Parts,
Gurudwara Road, Gurgaon (hereinafter referred to as the "First Party"), which expression
shall unless repugnant to the context or meaning thereof be deemed to mean and include
his respective successors, heirs, assigns, nominees and authorized representatives of the
First Part.

AND

M/s BPTP Ltd., a company incorporated under the Companies Act, 1956 and having its
registered office at M-11, Middle Circle, Connaught Place, New Delhi-110 001 through Mr.
__________________ (hereinafter referred to as the “Second Party”), which expression
shall unless repugnant to the context, meaning thereof be deemed to mean and include its
authorized representatives, assigns nominee of the Second Part.

The First Party and the Second Party are hereinafter jointly referred to as the “Parties” and
individually as the “Party”.

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WHEREAS the First Party had made a booking with the Second Party for a Flat in the
Second Party’s residential Group Housing Project ‘Freedom Park Life’ at Sector 57,
Gurgaon. The First Party was allotted a Flat bearing No A-603 admeasuring 1446 Sq. ft.
(hereinafter referred to as the “said Unit”) and has only made part payment Rs. 25,39,430/-
(rupees twenty five lakhs thirty nine thousand four hundred and thirty only) to the Second
Party towards of the booking of the said Unit, till date.

AND WHEREAS the First Party admittedly committed defaults in making further payments of
the balance sale consideration and pursuant to such defaults, the Second Party sent various
payment requests dated 09.05.2006, 16.11.2006, 10.05.2007, 12.10.2007, 27.11.2007,
10.03.2007, 06.05.2008, 10.11.2009 and reminders dated 04.05.2007, 14.07.2007,
28.07.2007, 11.09.2007, 22.02.2008 and 03.04.2009. The First Party admittedly defaulted in
complying with the last and final opportunity letter dated 28.05.2011 resulting in automatic
cancellation of the said Unit by the Second Party for non-payment of outstanding amounts
by the First Party.

AND WHEREAS the First Party filed a Civil Suit which is pending adjudication before the
Court of Sh. Rajesh Sharma, Addl. Civil Judge (Sr. Div.), Gurgaon (hereinafter referred to as
the “Civil Suit) challenging the termination of the Unit.

AND WHEREAS the First Party on misunderstanding and upon wrong legal advice further
filed a Criminal Complaint before Police Station Sector - 56, Gurgaon against the CMD of the
Second Party Mr. Kabul Chawla, Mr. Anish Nanda and Ms. Ritika, Incharge of Customer
Care of the Second Party (hereinafter referred to as the “FIR”) which was converted into an
FIR bearing FIR No 101/2015 and is pending investigation at EOW (East), Gurgaon.

AND WHEREAS to resolve all the pending issues amicably, upon detailed discussions held
between the officials of the Second Party and First Party the Parties have agreed to resolve
and settle all the matters and grievances against each other and arrive towards an amicable
settlement, terms of which are being recorded hereunder::

THE PARTIES TO THIS DEED HAVE MUTUALLY AGREED AS FOLLOWS:

1. The Parties to this Compromise Deed, out of their own free will and irrevocable
consent have amicably settled all claims, disputes and differences in respect of the said
Unit without any duress, force or coercion.

2. That the First Party irrevocably agrees to pay an all-inclusive sum of Rs.
29,50,000/- (Rupees Twenty Nine Lakh Fifty Thousand Only) to the Second Party as
balance sale consideration for restoration of the terminated Unit in favour of the First
Party (hereinafter also referred to as the “Settlement Amount”) as full and final settlement
between the parties herein and the Second Party agrees to receive this sum of Rs.
29,50,000/- as all inclusive charges for total balance outstanding sale consideration
along-with restoration charges against the restoration of the said Unit in favour of the
First Party. The First Party hereby agrees that no claim and/or grievances shall be left
between the parties in respect of the said Unit. The First Party has agreed to pay the
aforesaid amount by way of Cheque bearing No.189237 dated 20.8.2015 for a sum of
Rs.29,50,000/- (Rupees Twenty Nine Lakhs Fifty Thousand Only) drawn on Federal
Bank, Gurgaon Branch, Gurgaon in the favour of the Second Party.

3. The First Party acknowledges that the settlement as envisaged herein-above,

constitutes full, final and conclusive settlement of all its claims and grievances against
the Second Party and/ or any of its chairman and directors, employees, authorized
representatives, etc. Further, the First Party further agrees to pay the applicable Stamp

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 Duty and other registration charges of the Conveyance Deed to be executed between
the parties, which shall be the sole liability and responsibility of the First Party only.

4. The First Party for and in lieu of the said settlement as envisaged herein, hereby
irrevocably agrees and undertakes to immediately and unconditionally withdraw the Civil
Suit without any protest and demur. The First Party further irrevocably and
unconditionally agrees to file an Application for compromise the said Civil Suit pending
adjudication before the Court of Sh. Rajesh Sharma, Addl. Civil Judge (Sr. Div.),
Gurgaon in terms Order XXIII Rule 3 Code of Civil Procedure, 1908.

5. The First Party also irrevocably agrees and undertakes to file an Application
before the Incharge EOW (East), Gurgaon for filing of the Closure Report in the FIR No.
101/2015. The First Party further irrevocably agrees to give statement before the
Incharge EOW (East), Gurgaon / any court of law for closure of the said FIR in terms of
this Compromise Deed.

6. The First Party also irrevocably agrees and undertakes to unconditionally support
and provide his No-Objection for filing of quashing proceedings u/s 482 CrPC in respect
of the FIR No. 101/2015 before High Court of Punjab and Haryana, if so deemed by the
Second Party. Accordingly the First Party undertakes to execute and furnish any/all
letters, affidavits, statements, and to ensure personal attendance, issue necessary
instructions to his Advocate etc., required for filing aforementioned quashing
proceedings.

7. The First Party, acknowledges that he has not filed any other criminal/civil/other
legal proceedings against the Second Party and/ or any of its chairman and directors,
employees, authorized representatives, etc., except as referred above. The First Party,
for and in lieu of the settlement amount paid hereunder and terms agreed herein, shall
not file any complaint/proceeding before any tribunal or authority and hereby agrees to
not pursue any legal actions (either civil or criminal) or claim any damages against
Second Party in respect of the subject matter of this Compromise Deed or in relation to
the aforementioned Unit. First Party shall ensure that no prejudice is caused to the
Second Party in any manner and that no action is taken in pursuance of the FIR No
101/2015 or any other proceedings filed by the First Party.

8. The First Party represents, warrants and covenants to the Second Party, as of
the date of this Deed, that the First Party shall not sue, initiate, or continue any legal or
administrative proceeding with regard to any or all claims released herein, whether in
part or whole.

9. That the First Party acknowledges the adequacy and fairness of the Settlement
Amount agreed herein and upon execution hereof, the First Party shall be left with no
claims whatsoever against the Second Party or its Chairman/Managing Director or its
employees, directors, officers, brokers, representatives or intermediaries of any nature.
The First Party have no pending claims of any nature whatsoever against the Second
Party and undertake not to make any claim(s) in relation to the subject matter hereof,
against the Second Party, on any ground whatsoever.

10. The First Party hereby generally and completely releases, acquits and discharges
the Second Party from any and all claims, liabilities, demands, causes of action, costs,
expenses, attorneys’ fees, damages, indemnities and obligations of every kin and nature,
in law, equity or otherwise, known or unknown, suspected and unsuspected, disclosed or
undisclosed, arising from or in any way related to the said Unit.

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11. The Second Party further represents, warrants and confirms that it has not
created any third party rights or interests in the said Unit and also had not received any
payment towards any advance as sale consideration, whether part or in full, against the
said Unit from any third party.

12. It is understood and agreed by the Parties that this Deed represents a
compromise settlement of various claims and that the promises made in consideration of
this Deed shall not be construed to be an admission of any liability, wrongdoing or
obligation by either Party to the other Party or to any other person. The First Party has
entered into the present settlement subject to encashment of cheques, withdrawal /
compromise of Civil Suit and Closure / quashing of FIR No. 101/2015. The First Party
has assured the Second Party that the cheque will be en-cashed on the presentation of
the same on the date mentioned thereon.

13. That the Parties are entering into the present compromise for good and valuable
consideration, out of their own free will and volition and the present deed is not being
executed under any force, duress, fraud, coercion or undue influence from any person
whosoever.

14. That the Parties shall keep the terms of the present Compromise Deed
confidential and shall not without the prior written consent of the other Party, disclose or
divulge any information to a third party except in accordance with law or except as
agreed herein.

IN WITNESSES WHEREOF, the Parties hereto have executed these presents on the day,
month and year written above in presence of the following witnesses.

(FIRST PARTY) (SECOND PARTY)

_________________ ____________
BPTP Ltd.

WITNESSES:

1. 2.

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