LEGAL NOTICE TO APPOINT ARBITRATOR IN CASE OF DISPUTE ARISING BETWEEN A FINANCIER /LENDER AND A BUILDER PURSUANT TO A COLLABORATION AGREEMENT

LEGAL NOTICE TO APPOINT ARBITRATOR IN CASE OF DISPUTE ARISING BETWEEN A FINANCIER /LENDER AND A BUILDER PURSUANT TO A COLLABORATION AGREEMENT.

A.B.C. Advocate Supreme Court / ……………. High Court (Enrollment No……………………..)

Address: ……………………………… ……………………………… Email: …………….…………..………. Mob. No……………………………….. Landline No..………………………… PAN:……………………………………. Aadhar No…………………………… GSTIN No:……………….…………….

Regd. A.D/Speed Post/ Courier

Dated: …………

Shri ____________

S/D/W/o Shri ________________

R/o_________________________

Subject: Legal Notice invoking Clause No._____ of the Collaboration Agreement dated ________ executed between Shri _________, S/D/W/o Shri ___________, R/o________________ (hereinafter referred to as “you the Addressee”), and M/s ____________, presently having its Registered Office at _______________________, and earlier having its Registered /Corporate office at ________________________ represented by its _______________________ (hereinafter referred to as “my Client”)

Sir,

Under instructions from and on behalf of my Client M/s ____________, presently having its Registered Office at ______________________, and earlier having its Registered /Corporate office at _____________________, I hereby serve upon you the Addressee the following Legal Notice invoking Clause No.______________ of the Collaboration Agreement dated ____________________ executed between “you the Addressee” and “my Client”:-

1. That my Client is a _______________ Company incorporated under the provisions of the Companies Act, 1956 presently having its Registered Office at __________________________________, and earlier having its Registered/Corporate office at ________________. That my Client is represented by its _______________________________________________.

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2. That in ______, you the Addressee had approached my Client with a proposal that you the Addressee are desirous of acquiring land for the purpose of development and construction of a Multiplex Commercial Complex Project in ______ in the State of ______, and accordingly, you the Addressee approached my Client for seeking finance for the purchase of land and for development and construction of Multiplex Commercial Complex Project on the said land.

3. That you the Addressee approached my Client with the proposal that out of the total amount required for the purchase of the land and for the development and construction of Multiplex Commercial Complex Project, ___% of the amount be provided by my Client and the balance ___% of the amount required shall be provided by you the Addressee.

4. That you the Addressee had further assured and represented to my Client that in consideration of my Client providing to you the Addressee, ___% of the amount required for the purchase of land for the development and construction of the Multiplex Commercial Complex Project on the said land, my Client will be entitled to ownership of ___% Super Built-up Area in the said Multiplex Commercial Complex Project, and you the Addressee will be entitled to ___% of the ownership of Super Built-up Area in the said Multiplex Commercial Complex Project.

5. That believing and relying upon the representations, assurances and promises of you the Addressee, my Client agreed to provide to you the Addressee ___% of the amount required for the purchase of land and for the development and construction of the Multiplex Commercial Complex Project on the said land, and my Client further agreed to take ownership of ___% Super Built-up Area in the said Multiplex Commercial Complex Project, and my Client also agreed that the ownership of the balance ___% of the Super Built-up Area in the said Multiplex Commercial Complex Project shall rest with and belong to you the Addressee.

6. That the total amount required for the purchase of the land for construction of Multiplex Commercial Complex Project was agreed by you the Addressee at Rs.______/-, out of which ___% share amounting to Rs.______/- was required to by paid by my Client to you the Addressee and the balance ___% share amounting to Rs.________/- was required to be paid by you the Addressee.

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7. That thereafter from ______ to ______, my Client had paid to you the Addressee an amount of Rs.______/- (instead of amount of Rs.______/-) towards ___% of the amount required for the purchase of the land required for the construction of Multiplex Commercial Complex Project. The details of the payments of Rs.______/- made by my Client to you the Addressee are as under:-

Details of Payments Made by M/s _____________
From ______ to ______
AMOUNT PAID BY MY CLIENT TO YOU THE ADDRESSEE
S.No.	Cheque No.	Date	Amount	Bank
1
2
	TOTAL

8. That the land required for the construction of the Multiplex Commercial Complex Project was purchased by you the Addressee and you the Addressee proceeded with obtaining requisite approvals from the statutory authorities in respect of the Project in question.

9. That the aforesaid arrangements and agreements orally agreed upon between you the Addressee and my Client were thereafter deduced in writing, and a Collaboration Agreement dated ______ was executed between you the Addressee and my Client which was signed by you the Addressee, and on behalf of my Client the same was signed by Shri ____ the then Managing Director of my Client. That you the Addressee also executed a General Power of Attorney dated ______in favour of Shri

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________, the then Managing Director of my Client.

10. That the important terms and conditions of Collaboration Agreement dated ______ are reproduced as under:-

(a) Clause “____”

WHEREAS THE FIRST PARTY being desirous of acquiring lands for the purpose of development of Multiplex Commercial project, in _______ in the State of ______________, approached the second party for seeking finance to purchase the land for the said Commercial-Cum-Multiplex, Commercial project. The second party agreed to provide the necessary finances for the purchase of the land.

(b) Clause “____”

WHEREAS THE SECOND PARTY agreed to provide upto _____% finances for the purchase of land required for the development of Multiplex Commercial project in _______ in the State of _____________ and the balance sum of _____% towards the purchase of the land for the purpose of development of Multiplex Commercial project shall be borne by the first party i.e. the owner.

(c) Clause “____”

AND WHEREAS THE FIRST PARTY ACCORDINGLY has purchased land ad-measuring ___ Bighas in village _____ ______ as per details given in the Schedule of Land hereunder (hereinafter referred to the “said Land”)

SCHEDULE OF LAND

KHEWAT/KHATONE No.	KHASARA No.	BIGHAS	BISWAS

Land ad-measuring ____ Bigha situate at Village _______ and Tehsil _________, District _________, _____________.

(d) Clause “____”

AND WHEREAS THE SECOND PARTY has provided finances amounting to Rs.__________/- (Rupees ___________ only) as agreed upon between the parties for the purchase of the said land out of the total

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purchase price of Rs._________/- (Rupees _______ only). The details of remittance of amount is stated in the list enclose herewith as Annexure -__

(e) Clause “___”

AND WHEREAS BOTH THE PARTIES were responsible to obtain the “Change of Land Use” from Agricultural to Commercial as the land purchased by the first party was an Agricultural Land. The expenses incurred for obtaining the change of land use from the competent authorities has already been shared between party and second party in the ratio of _____% and ____% respectively.

(f) Clause “_______”

AND WHEREAS THE FIRST PARTY AND SECOND PARTY have now decided and agreed upon to develop the Multiplex Commercial project on the said land jointly. All the expenses required for the construction and development of the project shall be borne by the first party and second party in the ratio of ___% and ___% respectively.

1.1 That the owner and developers have agreed to share the cost and expenses to the ration of __% and __% respectively to obtain all requisite permissions, sanctions and approvals including renewal where necessary as may be required from all concerned Authorities including sanction of building plans for the development and construction of Multiplex Commercial Complex on the “Said land” amd/or obtaining renewal building plans from the authorities concerned.

1.2 The owner and developers have agreed top share the cost and expenses in the ration of __% and ___% respectively and to secure all necessary permissions, approvals, sanction and clearance for the installation of electric, water supply and sewerage connection required for the Multiplex Commercial Complex and shall take all steps to procure these permissions expeditiously as and when the occasion demands.

3. COSTS

3.1 That all the fees, costs, charges including the fees and charges of the Architects, Engineers, Consultants and other expenses for the preparation of plans, shall be borne and papid by the owner and developers who shall pay their relevant share promptly and without any undue delay.

3.2 That all the costs and expenses relating to the construction of the proposed Multiplex Commercial Complex including costs of materials, inputs, layout, supervisions etc. shall be borne and paid by the owner and developers in the ratio of __% and ____% respectively.

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3.3 That all the charges, expenses and outgoing expenses towards water and electricity during the course of construction of the Multiplex Complex shall be borne and paid by the owner and developers in the ratio of ___% and _____% respectively.

10. SHARING OF AREAS

10.1 That in consideration of the contribution /obligations of the Owner, in the said project it has been mutually decided and agreed upon between the parties to this Collaboration Agreement that out of the entire super built up area to be developed/constructed by the Developers in the said complex ____% built-up area would be provided and given free of the cost by the Developers to the owner.

NOTE

The super built areas to be provided and given to the owner would be apportioned in a manner that owner shall get his share of area ai all the building on all floors. This arrangement can be altered by the mutual consent of both the parties. That the entire remaining built-up/super built-up areas, open areas and areas under community facility and amenities including the club, schools or dispensary whatsoever provided in the said Complex shall also belong to/vest in and become the exclusive property of the developers and owner in the agreed ratio of ___% and ___% respectively.

10.2 That the saleable/super area for the purposes of this Collaboration Agreement shall be the built up covered area of the Unit plus proportionate area under the corridor, passages, projections and architectural features, lift, walls, lift rooms, stair case, mumty, common toilets, circulations areas,. Refuge areas, undergrounds and over head water tanks, electric sub-station and other facilities etc. The method of calculations of super area stated herein shall be binding upon both the parties.

10.3 The areas to be allocated to the owner under the terms of his Collaboration Agreement shall be demarcated by the Developers and the owners jointly. The areas shall be allocated by the Developers vertically on all the floors until and unless otherwise mutually agreed to between the parties. That all the parties shall be entitled to book/sell the respective areas allocated to their share and receive advance payments at their own risk and cost without any liability to the other. To maintain uniformity the terms and conditions of booking shall be the same as formulated by the Developers for buyers of area allocated to the Developers.

(g) Clause No.______

“Any dispute touching or arising out of this Agreement shall be settled

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as per the provisions of Indian Arbitration Act, 1956. The parties to the Collaboration Agreement, in case of any dispute have mutually agreed to submit themselves to sole Arbitration Sh. __________ S/o Sh. __________ R/o ___________________ whose decision would be final and binding on the parties. The arbitration proceedings shall takes place at __________.”

(h) Clause No.__________.

That this Agreement shall be subject to the jurisdiction of Delhi Courts only.

11. That thereafter obtaining the requisite approvals from the Statutory Authorities, the development and construction of the Multiplex Commercial Complex Project was started and it was mutually decided between you the Addressee and my Client that the Project will be named as “_______”.

12. That the Respondent got the permission from the ______ Development Authority to construct Shopping- Cum – Multiplex, Hotel and Office accommodation on the said land and got the completion certificate from ______ Development Authority on _______. That thereafter it was mutually decided and agreed between you the Addressee and my Client to make the Project “_______”, a “Self Financing Project” by meeting all the costs and expenses required for the development and construction of the project from the sale proceeds received through booking/selling of shops/ showroom/office spaces in the Project to prospective customers. It was mutually decided and agreed between you the Addressee and my Client that you the Addressee will start booking /selling various shops/showroom/office spaces to various prospective customers in the name of you the Addressee, and you the Addressee shall receive all the sale proceeds from the prospective customers in the name of you the Addressee. It was also mutually decided and agreed between you the Addressee and my Client that from the sale proceeds so received from the prospective customers all the costs and expenses required for the development and construction of the _______ including all the costs required for obtaining all the approvals including the occupation certificate shall be borne and paid out of the sale proceeds so received by you the Addressee from the prospective customers. It was also further agreed that after the completion of the Project Final Accounts of the Project will be drawn by you the Addressee, and it was decided and agreed that in consideration of the investment in the purchase of land made by my Client, you the Addressee shall instead of sharing ___% ownership in the Super Built-up Area by my Client, will pay to my Client the amount of Rs.______/- paid by my Client for purchase of the land alongwith ___% profits earned from the sale of the shops /

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showrooms/office spaces in the _______. It was also agreed and decided that the amount of projects earned shall be arrived at by reducing from the total sale proceeds received from the sale of shops/showrooms/office spaces in the project, the cost of the land amounting to Rs.______/-, the actual cost incurred for the development and construction of the _______ and all other costs and expenses relating to marketing, administration and statutory costs actually incurred for the _______.

13. That with the above further understanding my Client gave a free hand to you the Addressee for the development, construction and sale of the shops/showroom/office spaces in the _______, and my Client agreed to provide all the support/assistance as may be required by you the Addressee from my Client from time to time, and my Client cooperated with you the Addressee in all respects.

14. That thereafter you the Addressee proceeded with the development, construction and sale of the shops/showroom spaces in the _______, and you the Addressee kept on maintaining all the accounts /records in respect of all the sale proceeds received by you the Addressee from various customers, and the accounts/records in respect of all the amount spent by you the Addressee for the development, construction and completion of the _______ and all other costs and expenses incurred in respect thereto. You the Addressee were given full liberty to deal with all the finances and operate all the bank accounts single handily in this regard.

15. That after the construction and completion of the _______, you the Addressee were managing all the affairs in relation to the _______, and were receiving in the name of you the Addressee all the sale proceeds from the prospective customers, and you the Addressee were also executing the sale deeds in favour of the Customers after receipt of full sale proceeds from them. That you the Addressee kept on informing my Client that as soon as all the amounts from the prospective customers for sale of shops/showrooms/office spaces are received and the sale deeds are executed in favour of the prospective customers, the Final Accounts of the Project will be drawn up by you the Addressee and thereafter you the Addressee shall pay to my Client the amount of Rs.______/- paid by my Client for the purchase of the land alongwith ___% profits earned from the sale of the shops / showrooms/office spaces in the _______.

16. That in _______, you the Addressee informed my Client that you the Addressee have executed and registered various sale deeds of shops/showrooms spaces in favour of various customers from time to time, and you the Addressee also informed my Client that certain sale

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deeds are still left to be executed by you the Addressee. That you the Addressee also informed my Client that certain shops/ showrooms/ office spaces are still left to be sold due to which the you the Addressee have not been in a position to draw up the Final Accounts of the Project and pay to my Clients the amount of Rs.______/- paid by my Client for the purchase of the land alongwith ___% profits earned from the sale of the shops / showrooms /office spaces in the _______.

17. That in order to settle all the Final Accounts of the Project between you the Addressee and my Client, you the Addressee requested my Client to help you the Addressee in selling about _______ sq.ft. of Super Built-up Area out of the balance unsold stock of the shops/showroom/office spaces. You the Addressee also informed my Client that the balance unsold stock shall be retained by you the Addressee at the average sale price at which the shops/ showroom/ office spaces were sold by you the Addressee to various customers.

18. That in order to help you the Addressee to sell about _______ sq.ft. of Super Built-up Area and to settle all the Final Accounts of the Project between you the Addressee and my Client, my Client provided to you the Addressee __ customers namely M/s ________, M/s ________ and M/s ________, who were ready to purchase about _______ sq.ft. of shops/ showrooms/offices spaces in the _______ so that you the Addressee are in a position to draw the Final Accounts of the Project between you the Addressee and my Client, and thereafter you the Addressee is in a position to pay to my Client the amount of Rs.______/- paid by my Client for the purchase of the land alongwith ___% profits earned from the sale of the shops / showrooms spaces in the _______.

19. That you the Addressee have thereafter sold to the said M/s ________ M/s ________ and M/s ________ about _______ sq.ft. of Super Built-up Area shops/showrooms/office spaces in the _______ vide various Sale Deeds executed during ____ to ____ executed in favour of these __ customers namely M/s ________ M/s ________ and M/s ________ about _______ sq.ft. of Super Built-up Area after receiving the full amount of the sale proceeds from them.

20. That thereafter in ____, my Client requested you the Addressee to now draw up the Final Accounts of the Project and pay to my Client the amount of Rs.______/- paid by my Client for the purchase of the land alongwith ___% profits earned from the sale of the shops / showrooms /office spaces in the _______. That, however, you the Addressee told my Client that still there are certain unsold stocks of shops / showrooms /office spaces which you the Addressee is in the process of selling, and as soon as the same are sold, you the

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Addressee will draw up the Final Accounts of the Project and pay to my Client the amount of Rs.______/- paid by my Client for the purchase of the land alongwith ___% profits earned from the sale of the shops / showrooms/office spaces in the _______.

21. That my Client have been waiting for you the Addressee for the Final Settlement of the Accounts of the Project and payment of the amount of the Rs.______/- paid by my Client to you the Addressee for the purchase of the land alongwith ___% profits earned from the sale of the shops / showrooms/office spaces in the _______ by you the Addressee to my Client. That my Client kept on contacting you the Addressee from time to time on various date during ____ & ____ but you the Addressee always promised to draw up the Final Account but you the Addressee never did so.