PROPERTY SALE AGREEMENT

This PROPERTY SALE AGREEMENT (hereinafter referred to as “the Agreement”) is made on [INSERT DATE ON WHICH THE AGREEMENT COMES INTO FORCE] hereinafter referred as the “Effective Date”) between:

[INSERT NAME OF THE SELLER], having registered office at [INSERT ADDRESS OF THE SELLER] (hereinafter referred as the “Seller”). which expression shall, unless repugnant to the context or meaning thereof, means and includes its legal representatives, executors, administrators and permitted assigns);

And

[INSERT NAME OF THE PURCHASER], having registered office at [INSERT ADDRESS OF THE PURCHASER] (hereinafter referred as the “Purchaser”). which expression shall, unless repugnant to the context or meaning thereof, means and includes its legal representatives, executors, administrators and permitted assigns);

The “Seller” and the “Purchaser” shall be collectively referred as “Parties” and individually as “Party”.

WHEREAS

1. The Seller is the owner of [INSERT THE DESCRIPTION OF LAND] located at [INSERT THE ADDRESS OF THE LAND] (here in after referred to as “LAND”)
2. The Seller agrees to sell and convey to Purchaser, and Purchaser agrees to purchase and take from Seller, the Land;
3. Transfer to Purchaser shall include all right, title, and interest of Seller in and to all streets, alleys, roads, and avenues adjoining the land.
4. The Parties acknowledge and agree that the terms and conditions contained in this Agreement shall govern the rights and obligations of the Parties during the term of the agreement.

NOW, THEREFORE IN CONSIDERATION OF THE MUTUAL LAND, THE PARTIES HERETO AGREE AS FOLLOWS:

1. LAND AND TITLE
   1. The Land is situated at [INSERT LAND ADDRESS] containing approximately [INSERT AREA] rentable square feet area.
   2. Conveyance of title to property shall be by warranty deed with full covenants, executed by Seller to Purchaser or Purchaser’s nominees. Title to be conveyed shall be good and marketable, subject only to [INSERT ACCEPTABLE LIENS, ENCUMBRANCES, RESTRICTIONS, EASEMENTS AND OTHER BURDENS].
   3. Conveyance of title shall be made and sale closed within [INSERT THE DAYS IN WHICH THE CONVEYANCE OF TITLE SHALL BE MADE] days after the date of this agreement.
2. PRICE
   1. The Purchaser agrees to purchase the land at[INSERT THE AMOUNT] (the “Purchase Price”).
   2. The Purchase Price shall be payable as [INSERT THE TERMS OF PAYMENT].
3. ESCROW ACCOUNT
   1. The Escrow Account shall be opened with [INSERT NAME OF ESCROW COMPANY]. Such instructions as the escrow company may require, not inconsistent with the provisions of this agreement, shall be signed and filed by the parties.
   2. Escrow shall close when the escrow company is in a position to record all documents required under this agreement, make all disbursements after deducting the escrow fees and other [INSERT OTHER EXPENSES].
4. RISK OF LOSS, MAINTENANCE AND TRANSFER OF POSSESSION
   1. The Risk of loss or damage by fire or other casualty to property or any part of property prior to close of escrow shall be the risk of Seller. In the event of such loss or damage prior to closing, this agreement shall not be affected but Seller shall assign to Purchaser all rights under any insurance policy or policies applicable to the loss. If action is necessary to recover under any casualty policy, Seller shall grant permission to bring the action in Seller’s name.
   2. The Land described above shall be maintained in their present condition prior to the close of escrow by Seller, wear from normal and reasonable use and deterioration excepted.
   3. Possession of Land pursuant to the provisions of this Agreement shall be transferred at close of escrow.
5. DEFAULT BY PARTIES
   1. The If Purchaser fails to perform the agreements of this contract within the time set forth herein, Seller may retain, as liquidated damages and not as a penalty, all of the initial deposit, it is being agreed that this is Seller’s exclusive remedy.
   2. If Seller fails to perform any of the agreements of this contract, all deposits made by Purchaser shall be returned to Purchaser on demand, or the Purchaser may bring suit against Seller for damages resulting from the breach of contract, or the Purchaser may bring an action for specific performance. Purchaser’s remedies are cumulative and not exclusive of one another, and all other remedies shall be available in either law or equity to Purchaser for Seller’s breach hereof.
6. ACCEPTANCE OF LAND
   1. The taking of possession of the Land by Purchaser on the closing Date shall constitute an acknowledgment by Purchaser that the Land is in good condition.
   2. Seller agrees to deliver the Property to Purchaser in its present condition, ordinary wear and tear excepted, and further certifies and represents that Seller knows of no latent defect in the Property. All heating, cooling, plumbing, electrical, sanitary systems, and appliances shall be in good working order at the time of closing. Seller represents and warrants that the personal property conveyed with the premises shall be the same property inspected by Purchaser and that no substitutions will be made without the Purchaser’s written consent. Purchaser may also inspect or cause to be inspected the foundation, roof supports, or structural member of all improvements located upon the Property. If any such system, appliance, roof, foundation, or structural member shall be found defective, Purchaser shall notify Seller at or before closing and Seller shall thereupon remedy the defect forthwith at its sole expense (in which case the time for closing shall be reasonably extended as necessary). If the costs of such repairs shall exceed [INSERT EXCEEDED PERCENTAGE]% of the total purchase price, Seller may elect not to make such repairs and the Purchaser may elect to take the Property in such defective condition and deduct [INSERT DEDUCTED PERCENTAGE]% from the purchase price or Purchaser may, at his/her option, elect to terminate this contract and receive the full refund of all deposits and other sums tendered hereunder. In addition, Seller agrees to remove all debris from the Property by date of possession.
7. INDEMNIFICATION
   1. The Parties agree that each will defend, indemnify and hold harmless the other for all claims, demands, actions, suits, proceedings, judgments, damages, losses, costs and expenses, including without limitation reasonable attorneys’ fees, incurred by one party (the “Indemnitee”) to the extent resulting from any claim or action brought or threatened for acts or omissions of the other party (the “Indemnitor”), and/or of the Indemnitor’s servants, employees, agents, licensees or invitees for any breach, violation and/or nonperformance of any covenant or provision of this Agreement applicable to the Indemnitor or negligence or any willful misconduct of the Indemnitor. This indemnification will remain in effect after the termination or expiration of this Agreement.
8. RIGHT OF INSPECTION
   1. Purchaser agrees to make the Land available to Seller or Seller's agents for the purposes of inspection, making repairs or improvements, or to supply agreed services or show the Land to prospective buyers or tenants, or in case of emergency.
9. TERMINATION
   1. The Notwithstanding any provision to the contrary, this Agreement may be terminated at any time prior to the Effective Time by either party.
   2. In the event of such termination, this Agreement shall become void and no Party or any of its officers and directors shall have any liability to any Person by reason of this Agreement.
10. FORCE MAJEURE
    1. Neither party shall be held liable for any failure or delay in performing its obligations under this Agreement if such failure or delay is caused by events beyond the reasonable control of the affected party, including but not limited to acts of God, natural disasters (e.g., floods, earthquakes, hurricanes), war, terrorism, riots, labour strikes, governmental actions, epidemics or pandemics, power outages, or other similar events ("Force Majeure Events").The affected party shall promptly notify the other party in writing of the occurrence of a Force Majeure Event, providing reasonable details of the event, its expected duration, and the steps being taken to mitigate its impact. Failure to provide timely notice may result in the affected party forfeiting its rights under this clause. If a Force Majeure Event continues for a period exceeding [INSERT THE NUMBER OF DAYS CONSTITUTING PERIOD EXCEEDING WHICH, IF THE FORCE MAJEURE CONTINUES, EITHER PARTY MAY TERMINATE THE AGREEMENT] days, either party may terminate this Agreement upon written notice to the other party without further liability, except for obligations accrued prior to the Force Majeure Event.
11. COVENANTS BINDING ON SUCCESSORS
    1. This Agreement shall be binding as upon all successors of the parties which includes, but is not limited to, executors, personal representatives, estates, trustees, heirs, beneficiaries, assignees, nominees, and creditors of the parties.
12. WAIVER
    1. No failure by either party to exercise, nor any delay by either party in exercising, any right, privileges, power, authority or remedy hereunder shall operate as a waiver of that or any other right, privileges, power, authority or remedy of the Company, nor shall any single or partial exercise of any right, privileges, power, authority or remedy preclude any other or further exercise of that or any other right, privilege power, authority or remedy.
13. SEVERABILITY
    1. If any clause or section of the present debenture agreement is found to be unenforceable or unlawful, the rest of the provisions shall continue to be in force unless the arbitrator or competent courts order otherwise
14. GOVERNING LAW AND JURISDICTION
    1. The terms of this Agreement shall be governed and construed in accordance with the laws of [INSERT THE COUNTRY OF APPLICABLE LAWS]. In regard to any disputes or disagreement arising under the Agreement, the parties shall submit to the exclusive jurisdiction of [INSERT COURT WHICH SHALL HAVE EXCLUSIVE JURISDICTION IN CASE OF DISPUTE BETWEEN THE PARTIES].
15. NOTICES
    1. Any notice or communication under or in connection with this Agreement shall be in writing and may be delivered personally or by post or facsimile to the addresses given in this Agreement or may also be delivered via electronic mail specified by the Parties. The Electronic Signatures shall be acknowledged as valid signatures for all the purposes of this Agreement.
       1. SELLER: [INSERT THE EMAIL ID OR/AND ADDRESS OF THE SELLER]
       2. PURCHASER: [INSERT THE EMAIL ID OR/AND ADDRESS OF THE PURCHASER]
16. ENTIRE AGREEMENT
    1. This agreement constitutes the entire understanding and agreement of the parties with respect to its subject matter and supersedes all prior and contemporaneous agreements or understandings, inducements or conditions, express or implied, written or oral, between the parties.
    2. No amendments and/or modifications to this agreement shall be valid unless executed in writing and signed by both parties.
17. DECLARATION
    1. The parties hereby understand and expressly agree to the provisions laid down in the present agreement and in good faith, undertake that both parties shall follow the terms of this agreement in good conscience in order to secure better growth of both the Parties.

IN WITNESS WHEREOF, the parties, intending to be legally bound, have each executed this agreement as of the effective date.

Signed, sealed and delivered on behalf of the Seller:

Name: [INSERT NAME OF THE SELLER]

Signature:

Date: [INSERT SIGNING DATE OF THE SELLER]

Signed, sealed and delivered on behalf of the Purchaser:

Name: [INSERT NAME OF THE PURCHASER]

Signature:

Date: [INSERT SIGNING DATE OF THE PURCHASER]