Memorandum of understanding/ Collaboration Agreement

This Memorandum of Understanding (MOU) Cum Agreement is signed and duly

executed by and between the Parties on18 th day of March 2023, at Delhi, by
and between:

Narendra Kumar Arora, S/O Late Sh.R.K.Arora, R/o Sai Villa, Hotel Taj
Inn, Dr. Ram Swaroop Colony, Civil Lines, Moradabad, Uttar-Pradesh
(hereinafter referred to as “First Party”), which expression shall, unless
repugnant to the context or meaning thereof, be deemed to mean and include
his legal heirs, legal representatives, successors and permitted assigns of the
First Part;
And

(I) Tanish Sharma , S/o Ameet Sharrma R/o B-200, Mount Kailash, New
Delhi 110065, hereinafter referred to as “ Second Party”), which
expression shall, unless repugnant to the context or meaning thereof, be
deemed to mean and include his legal heirs, legal representatives,
successors and permitted assigns of the Second Party.

(II) Dipaali Sharma , W/o Ameet Sharrma, S/o Late Sh. Dwijendra Dev
Sharma R/o B-200, Mount Kailash, New Delhi 110065, (hereinafter
referred to as “Third Party”), which expression shall, unless repugnant
to the context or meaning thereof, be deemed to mean and include his
legal heirs, legal representatives, successors and permitted assigns of
the Third Party.

The First Party, the Second Party, and the Third party are hereinafter
collectively referred to as “Parties” and individually as “Party”.
WHEREAS the Second Party is legal representative, Successors and
Coparcener, being Hindu, of properties owned by Late. Dwijendra Dev
Sharma H.U.F., S/o Mahender Dev Shastri.

WHEREAS the Third Party is legally wedded wife of Mr. Ameet Sharrma
and owing to marital discord has several matrimonial litigation against
her husband.

WHEREAS Mr. Ameet Sharrma, husband of Third Party and Father of

Second respectively denied all his proprietary/hereditary rights
whatsoever in their favor.

WHEREAS the Second, and Third Party approached and represented

the First Party that they have proprietary rights and interest of
immovable properties as described below :-

1. 66 Friends Colony East, New Delhi-110025 ( Total area of 2300 Sq.

Yds out of which a suit for partition has taken place under family
settlement dated 22.06.2000, wherein 1100 Sq. Yds., came into the
share of Ameet Sharrma i.e. Father of Second Party).

2. 5 and ½ Bighas of Vacant land in village kilokri adjoining House

No.66, Friends Colony East, New-Delhi bearing Khasra No. 386/1
and 387/2.

3. House No. 4372-73, Tulsidas Street, Gali No.4 , Ansari Road, (area
measuring having a double stories structure) New Delhi 110002,
Delhi.

4. Having 50% Shareholding in Delhi Chemical and Pharmaceuticals

Works Private Limited in the name AmeetSharrma, S/o Late D.D.
 Sharma, who is grand-son of Late Mahender Dev Shastri, wherein the
Company having land/property of area measuring 10,436 Sq. Yds. In
the Plot 8-A/1 and 8670 Sq. Yds, in plot 8-A/2 at Industrial Area,
Site-IV, Sahibabad, Ghaziabad now substituted as A-8 at Industrial
Area, Site-IV, Sahibabad, Ghaziabad having an area admeasuring
15,968.22 sq.mtrs.

5. Village-Tejpur, at Badarpur in the name of Ameet Sharrma which was

being inherited from the H.U.F., wherein the proceedings for
acquisition proceeding were initiated by Delhi Government as per
notification vide No. F.4 (9/64-L&H dated 04 th April 1964, Delhi) and
H.U.F. had filed objection under section 5 of Land Acquisition Act.

. WHEREAS on representation and requests of Second Party, and Third

Party, The First Party has agreed to extend not limited to legal and
financial assistance and consultancy/collaboration for the
development/sale of immovable properties as mentioned in this
MOU/Collaboration agreement.

WHEREAS both the parties have after long negotiation voluntarily and
mutually arrived at the understanding and the same was reduced to
writing through this MOU/Collaboration agreement .

NOW THIS MOU WITNESSETH AS UNDER:-

A. The First Party shall pay Rs.3,00,000/- per month to Second Party, in
the account. The amount/arrangement so paid to Second Party shall
be refundable in accordance with the stipulation contained in this
MOU/Collaboration agreement under this clause. The amount paid
under this clause to Second Party may be termed as facilitation
moneys for their day to day expenses. The Second Party hereby
 confirm that the amount to be borne by the First Party shall be
reimbursed on priority/pre-emptory basis on the creation/realization
or establishment of rights or interests over the property as mentioned
under recital of Property 1, 2, 3, 4 & 5. The payment of Rs 3,00,000/-
(Rupees Three Lacs only) under this clause shall be made on 15 th of
every calendar months commencing from April 2023 for a period of
One year, and thereafter Rs.5,00,000/- (Rupees Five Lacs Only) for
the next year. The payment under this clause shall be treated as
interest free financial assistance.

B. That the Third Party hereby confirms that there are various
matrimonial litigations pending against her husband and the First
Party is made fully aware of the same.

C. That the First Party hereby confirms and agrees to extend the Legal
assistance as well as their expertise to resolve or adjudication of the
pending litigation and the entire costs including selection and
finalization of Legal Professional, Advocate etc. towards the pending
litigation as well future litigation and payment of Court fees
etc.thereof shall be borne by First Party.

D. That all the parties to this MOU/Collaboration agreement hereby

confirm and agree that the First Party shall pay for the appointment
of architect and fees for approval/sanction of Map by the competent
authorities from his share as agreed under Clause (G.) for the
properties mentioned in this MOU/Collaboration agreement.

E. That all the parties to this MOU/Collaboration agreement hereby

further confirms and agrees that the costs of
construction/renovation/ shall be borne by Second Party in
proportion to the share /ration as agreed under Clause(G).
F. The Second and Third Party hereby covenants, agrees and confirms
that they have complete faith in First Party and shall have no
objection towards the First Party about the decision taken for the
resolution or adjudication of dispute.

G. The Second and Third Party hereby covenants, agrees and confirms
that in case the dispute has been resolved within a period of 02 years,
then 25% of entire property/proportional rights shall be accrued to
the First Party. That in case the issues has been resolved after the
expiry of 02 years from the execution of this MOU/Collaboration
Agreement, then 15% of entire property/proportional rights shall be
accrued to the First Party.

H. That all the parties to this MOU/Agreement shall acknowledge and

confirms that the decision of sale of immovable properties so
resolved/adjudicated shall be arrived at mutual consent in writing.
Further all the parties hereby agrees and confirms that in case of
deadlock for sale/sale consideration amount, the entire property shall
be divided at proportionate basis as per their share or proprietary
rights and interests over the property. It is further clarified that in
terms in Para G, in case any order is passed by the Competent Court
of Laws in favour of Second Party within the period of 02 years from
the date of execution of this MOU/Collaboration agreement, then it
will be deemed that the ratio of share of the First Party shall be 25%
thereafter as per terms of clause G of this MOU/Collaboration
agreement. That in case the Opposite Party, if prefer any appeal then
the same shall have no effects as to the rights or interests created in
favor of First Party under this MOU/Collaboration agreement.

I. The Second and Third Party hereby covenants, agrees and confirms
that the rights or interest over the property shall be considered as to
 the extent of rights or interest is created after resolution of dispute
either in terms of settlement or in terms of relief as passed by an
appropriate order, judgment or Decree by competent Court of Laws.

J. The Second and Third Party hereby covenants, agrees and

confirmsthat First Party has conclusive rights to appoint legal
practitioner, Advocate etc.

K. The Second Party in this MOU/Collaboration agreement confirm that

he will sign, execute proper and necessary documents as may be
required which are to be filed before the Competent Court of Laws.

L. That the parties have read and understand the contents of this MOU
and confirms that they will sign and execute the documents that it is
in consonance with the understanding arising out of the parties.

M. That it is made clear that in case of devolution of properties due to

death of Sh. Ameet Sharrma, the First Party shall not claim over the
1/3rd Share so devolved on to the Second and Third Party. Further
clarified that First Party shallclaim only 2/3 rd Share in accordance
with the terms of this MOU/Collaboration agreement.

N. The parties understand, undertake and agree that in the event that in
case of demise of Mr.Ameet Sharrma within 90 days from the
execution of this MOU, no major court order is passed in favour of the
Second and Third Party, then this MOU shall cease to exist and no
obligations under this MOU from either side shall remain
outstanding. The parties undertake, understand and agree that in the
afore mentioned event the Second and Third Party shall only be liable
to pay Rs.3,00,00,000/- (Rupees Three Crores Only) as in good faith
for all the efforts of the First Party.
 O. That the Second and Third parties hereby confirms and agrees that
the original MOU/Collaboration agreement shall be kept under the
safe custody of First Party and Copy of the same shall be given to
Second and Third Party.

P. That in case of dispute or differences arising out of or in this

connection with this MOU/Collaboration agreement shall be
adjudicated/decided by mutually appointed Arbitrator in accordance
with The Arbitration and Conciliation Act 1996 as amended from time
to time. The place of Arbitration is Delhi.

IN WITNESS WHEREOF THE PARTIES HERETO HAVE EXECUTED

THESE PRESENTS ON THE DAY AND YEAR FIRST HEREINABOVE
STATED.

WITNESSES:

(FIRST PARTY)
(1)

(SECOND PARTY)
(2) Manish Mehra
S/o Late Sh.M.K.Mehra
R/o Plot No. 1039, First Floor, Niti Khand-1,
Indirapuram, Ghaziabad-201014 (U.P.)
(THIRD PARTY)