SPV Agreement With Land Asset, With JV GROUP BEC-DDIP

General Agreement / Memorandum of Understanding/Joint Venture Agreement/ Special
Purpose Vehicle (SPV) Agreement

By & between: This General Agreement is made at New Delhi, dated 8 TH November 2023, by
& between:
1 BHILAI ENGINEERING CORPORATION LIMITED CUM DDIP DEVELOPERS PRIVATE
LIMITED (JV)-(FIRST PARTY) WITH REGISTERED BUSINESS ADDRESS IN HATHKHOJ
VILLAGE INDUSTRIAL AREA BHILAI DIST. DURG CT 490001 IN , ACTING
HEREIN REPRESENTED BY MR. ASHISH JAIN& MR. VINAY KUMAR RESPECTIVELY, DULY
EMPOWERED TO ACT BY VIRTUE OF THE RESOLUTION OF THE BOARD OF DIRECTORS OF THE
COMPANY.
And
2 DD INTERNATIONAL INC MR SATYAM PANDEY MOU HOLDER OF SAI VILLAGE OWNER MR
BHIMKANT BALARAM PATIL & OTHERS LOCATED AT SAI VILLAGE ,PANVEL,RAIGAD
DISTRICT ADMEASURING TOTAL AREA 51 ACRES.
Whereas both the parties of the First Part and of the Second Part are, under their respective
Memorandum of Association, entitled to carry on the business of Construction and
infrastructure development, and for related activities therewith. Both the parties have come
to jointly to work for their business expansions for future, with such roles& responsibilities,
as detailed hereunder.
And whereas it is, therefore, proposed to enter into this deed of understanding containing
the terms and conditions agreed upon between the parties:
Now it is agreed by and between the Parties hereto as Follows: -
1. That the first party is working into construction & infrastructure development
projects in India, with their best of ability & world class engineering services.
Furthermore, in need of, major funds, (either finance or investment modes)
towards smooth functioning of ongoing and upcoming projects.
2. That, towards the fulfilment of funding requirements of the first party, the second
party is the absolute owner and in physical possession of property situated at SAI
VILLAGE PANVEL, RAIGAD DSIT with the valuation of 438 cr, herby agrees to
mortgage the property with the financial institutions towards setting up of OD/CC
Limits, or into any form of loans for the purpose of smooth upcoming and ongoing
projects of both the parties.
3. That the second party is providing his immovable property towards setting up of
sound financial budget for the smooth functioning of construction projects of the
company, of both the parties. And for this purpose the second party shall also be
entitled to officially join in the board of directors, of the first party, with such terms
and conditions, to be mutually maintained in separate term sheets.
4. That a sound budget towards smooth functioning of project acquired by both the
parties, will be arranged by the best efforts and resources of the second party, on
project – to – project basis, and the other term related all the projects will be
separately maintained on term sheets, in respect of their engineering execution,
profit sharing will be decided with mutual consent of both the parties to this
agreement.
5. Each of the Parties hereto shall -

a. participate and attend to the business of the company through their respective
Managing Director or authorised representative for the time being to the greatest common
advantage of the company.
b. be just and faithful to each other.
c. render true accounts and full information of all moneys affecting the company to the
other,
d. indemnify the company for any loss caused to it by wilful negligence or fraud in the
conduct of the business.
e. attend to the business of the company diligently and actively.
f. not withdraw any amount for its own profit, benefit or use as remuneration or
otherwise without the consent of the other.
g. be entitled to be indemnified by the company in respect of payment made and
liabilities incurred by him
i. in the usual and proper course of business of the company and
ii. in doing any act for protecting the company from loss in emergency.
6. Every party shall account for the profits earned from any transaction of the company or
for the use of the property in business transaction of the company.
7. Any party hereto shall not, without the consent of the other and in respect of or relating
to the said partnership business,
a. submit any dispute with any other person to arbitration or com- promise or relinquish
any claim,
b. withdraw any suit or legal proceedings filed by the Company,
c. admit any liability of the Company,
d. acquire or dispose of any immovable or moveable property, except the stock In trade in
the ordinary course of business.
e. assign or transfer Its share or any Interest in the Company, (f) admit any person as a
partner In the Company,
f. borrow any moneys for or in the name of the Company, or create any security or
charge on the assets of the Company,
8. BANKING NORMS: The Parties shall open one or more accounts either current, saving or
overdraft or cash credit with one or more banks as may be agreed upon by the Parties and
the account or accounts will be operated by the Managing Director or other authorised
representative of each of the Parties hereto.
9. If any dispute or difference shall arise between the parties hereto touching the business
of the Company or interpretation of any provision hereof, or otherwise. However, relating
to the Company and its business, the same shall be referred to arbitration of a common
arbitrator if agreed upon. Failing which to two arbitrators one to be appointed by each party
to the arbitration and the arbitration shall be governed by the Arbitration & Conciliation Act,
1996.
10. This Deed is executed in duplicate and one copy will remain with the Party of the First
Part and the other will remain with the Party of the Other Part.
IN WITNESS WHEREOF the parties have put their respective hands the day and year first
hereinabove written.
Signed and delivered for and on behalf of the within named:
Mr. Ashish Jain & Mr. Vinay Kumar
Bhilai Engineering Corporation Limited cum
DDIP Developers Private Limited (JV) - (First Party)
HATHKHOJ VILLAGE INDUSTRIAL AREA BHILAI
DIST. DURG CT 490001 IN,
second party
DD INTERNATIONAL INC
MR SATYAM PANDEY
(MOU HOLDER)
MR BHIMKANT BALARAM PATIL
LAND OWNER & OTHERS.

SPV Agreement With Land Asset, With JV GROUP BEC-DDIP

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SPV Agreement With Land Asset, With JV GROUP BEC-DDIP

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General Agreement / Memorandum of Understanding/Joint Venture Agreement/ Special

Purpose Vehicle (SPV) Agreement

5. Each of the Parties hereto shall -

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