AGREEMENT FOR SALE( Baynanama)

Thisagreement for sale is made on this the _____^th day of December 2008.

BETWEEN

(1) Mr.Faisal Iftekhar Baquer and (2) Mrs.Zahra RAkhsHanDa Baquer KHAN both son and daughter of late Justice A. K.M. Baquer, of Plot No. 583 (Old), 51 (New), Road No. 12/A, DhanmondiResidential Area, Dhaka, hereinafter referred to as the “VENDOR/FIRST PARTY”(which expression where the context so admits shall include their heirs,successors, executors, administrators, legal representatives and assignees, ofthe FIRST PART).

AND
Z. M. ENTERPRISE LIMITED, a private company limitedby shares duly incorporated under the relevant Companies Act of Bangladeshhaving its Office at 280, Momin Road, Andorkilla, Chittagong, represented byits Managing Director, MR. SHOWKAT ALI CHOWDHURY, hereinafter referred to asthe “PURCHASER/SECOND PARTY” (whichexpression where the context so admits shall include its heirs, successors,executors, administrators, legal representatives and assignees, of the SECONDPARTY).

WHEREAS, theland measuring an area of more or less one bigha more fully described in theSchedule hereto (hereinafter referred to as the Schedule Property whichSchedule has been fully described below) was owned by Justice A. K. M. Baquerby way of lease allotted by the Erstwhile Governor of East Bengal at presentGovernment of the People’s Republic of Bangladesh represented by Ministry ofHousing and Public Works, vide registered Standard Lease Agreement No. 6534dated 29.06.1957.

AND WHEREAS, after the death of the said Justice A.K. M. Baquer his son and daughter namely, Mr. Faisal Iftekhar Baquer and Mrs.Zahra Rakhshanda Baquer Khan became the owner of the property owned by JusticeA. K. M. Baquer by way of inheritance at the proportionate share of 2:1 underthe Muslim Law of Inheritance.

AND WHEREAS, the said Mr. Faisal Iftekhar Baquerand Mrs. Zahra Rakhshanda Baquer Khan had mutated the said land in their namewith the Ministry of Housing and Public Works, vide its Memo No.SHAKHA-7/N-DHAN-37/2005/3839/1 (5) dated 21.12.2005 and with the RevenueAuthority, vide Mutation & Separation Case No. 3910/06 dated 24.12.2006.

AND WHEREAS, the VENDOR/FIRST PARTY is desirous tosell the said Schedule Property along with all rights, title, easementsattached thereto.

AND WHEREAS, the PURCHASER/SECOND PARTY hasexpressed its willingness to purchase the said “Schedule Property” and hasoffered an amount of Tk……………………….. (Taka …………………… only) and the VENDOR/FIRSTPARTY has agreed to sell the said Schedule Property in consideration of thesaid price to the said Purchaser/Second Party.

NOW THIS DEED OF SALEWITNESSETH AS FOLLOWS:

1. That the PURCHASER/SECOND PARTY shall pay a total sum of Tk……………………… (Taka …………………..only) to the VENDOR/ FIRST PARTY as consideration money for the schedule property which shall be paid on or before the date of registration of the Sale Deed.

1. That the registered Sale Deed shall be executed by the VENDOR/FIRST PARTY in favour of PURCHASER/SECOND PARTY within 1 (One) month from the date of obtaining sale permission from the ministry of works and the possession of the said Schedule Property shall be handed over on the same day. However, this time can be extended upon mutual written consent of both parties.

1. That the FIRST PARTY shall provide all the necessary papers and documents to the SECOND PARTY for smooth completion of registration process.

1. That the FIRST PARTY shall sign and execute, as and when required by the SECOND PARTY, all necessary deeds, agreements and documents for smooth completion of Sale process.

1. That both the parties hereby agreed to complete the sale process within 6 (Six) months (Subject to approval of Ministry) time and the FIRST PARTY is under obligation to assist and co-operate with the SECOND PARTY to obtain sale permission from the Ministry of Housing and Public Works. After obtaining sale permission from Ministry, a written notice will be given to the SECOND PARTY by the FIRST PARTY for smooth completion of transfer process within Ministry of Housing and Public Works stipulated time. If the SECOND PARTY do not response with the FIRST PARTY within the stipulated time then this agreement may be terminated and all the moneys and expenses so paid (if any) by the SECOND PARTY to the FIRST PARTY shall return to the SECOND PARTY within 7 (seven) days.

1. That, the FIRST PARTY shall not have any claim on the Schedule Property after transfer of the said Schedule Property to the SECOND PARTY.

1. That the FIRST PARTY hereby declares that the Schedule Property hereby is free from all encumbrances and the FIRST PARTY is legally entitled to transfer the Schedule Property to the SECOND PARTY.

1. That the FIRST PARTY shall remain liable for all bills, taxes, rates, charges, mortgages, debts and liabilities in respect of the Schedule Property and the SECOND PARTY shall not be in any way held responsible for such liabilities of the FIRST PARTY. However, after execution of registered Sale Deed, the SECOND PARTY shall pay all utility bills such as water, gas and electricity bills of the Schedule Property.    

1. That the FIRST PARTY further covenants that they have not done or knowingly suffered, or been party or privy to, any act, deed or thing whereby he is prevented from entered with this Agreement regarding the Schedule Property.

1.  If the SECOND PARTY suffers any loss arising out of or caused by any false statement, misrepresentation or concealment of facts regarding the right, title, interest and possession of the Scheduled Property by the FIRST PARTY, the FIRST PARTY shall be liable to refund any money so paid to the SECOND PARTY immediately on demand by the SECOND PARTY.  

1. That both the Parties hereby agree and undertake to comply with all the provisions of various laws, orders, regulations, rules or notifications already promulgated or that may be promulgated by the Government or by its authorities the infringement of which may have the affect of jeopardising or prejudicing the rights of the SECOND PARTY under these present.

1. That in case it becomes impossible for the FIRST PARTY to proceed with the transfer process within 6 (Six) months in that case this AGREEMENT shall be cancelled and all the moneys so paid (if any) by the SECOND PARTY to the FIRST PARTY shall return to the SECOND PARTY within 7 (seven) days.

SCHEDULE OF THE PROPERTY


All that piece and parcel of land measuring an areaof more or less 1 (One) Bigha situated in Plot No. Plot No. 583 (Old), 51(New), Road No. 12/A, under the lay out plan of Dhanmondi Residential Area,prepared by the, erstwhile Governor of East Bengal at present Government of thePeople’s Republic of Bangladesh represented by Ministry of Housing and PublicWorks within District: Dhaka, P. S. & Sub-Registry office: Dhamondi, Mouza:Dhanmondi, along with all title, rights, amenities, facilities and easementsattached thereto being bounded and butted by: On the North – Road and Lake, Onthe South – Plot No. 588, On the East – Plot No. 584, On the West – Plot No.582.

IN WITNESS WHEREOF, THE PARTIES HERETO HAVE SETTHEIR HANDS ON THE DAY, MONTH AND YEAR FIRST ABOVE-MENTIONED.

______________________                                             _________________________
Mr. Faisal Iftekhar Baquer                                             Mrs. Zahra RAkhsHanDa
(Vendor/First Party)                                                       Baquer KHAN
                                                                                     (Vendor/First Party)
__________________________
Z. M. ENTERPRISE LIMITED
Represented by its Managing Director
MR. SHOWKAT ALI CHOWDHURY
(Purchaser/Second Party)

WITNESSES

1.                                                                                 2.
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