Deeds by adhivakta

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CHAPTER 7

DEEDS
SYNOPSIS PRECEDENTS • • • • • • • • • Assignment of Business with Goodwill and Tenancy Rights Assignment of Simple Contract Debts General Power of Attorney Special Power of Attorney in respect of entering into and concluding one Transaction Special Power of Attorney for Admitting Execution before Sub Registrar of Document already executed Release and Indemnities Guarantees Guarantee, Deposit and Charge as Security for Advances to a Third Person Agreement Of Reference – To Arbitration

In India English forms are still useful guide for the preparation of deeds. They are adopted as such by conveyancers in India. Generally speaking, English forms of conveyances divided into several parts, each of which bears a technical or descriptive name. The deeds begin with what is called Introductory or the Commencement clause. This clause begins with a description of the nature of the document and contains the date of its execution. It also contains the names and description of the parties is not ordinarily stated in the documents, but in India this must as a rule, be done in order to identify the executants properly. It is well-known that ordinarily there is no identifiable family name in India, as is the case in England, and this is an essential difference between the two countries. The commencement clause is followed by the clause called the recitals. This clause generally contains a description of the Title of the Transferor and a narrative of the circumstance which have led to the necessity or desirability of executing the deed. It is not, however a necessary part of a deed and no substantial injury is done to the document, or the transaction evidenced by it, if this clause is omitted altogether. But, it is desirable to include it as, inter alia, it is sometimes useful in ascertaining the intent one of the parties, if operative part of the documents defective obscure. Previously, it was the practice to state the whole history of the previous tenures and transfers of the property intended to be transferred, so that from a study to the recitals alone, it was possible to form an opinion about the nature of the title which had from time to time been transferred and of the existing title of the transferor.
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PRECEDENTS ASSIGNMENT OF BUSINESS WITH GOODWILL AND TENANCY RIGHTS THIS INDENTURE made at .................... (place) this.................... day of .................... 20..... BETWEEN (1) .................... and (2) .................... both of .................... Indian inhabitants carrying on business in partnership in the firm name and style of .................... (hereinafter called “The assignors”) (which expression shall unless it be repugnant to the context or meaning thereof be deemed to mean and include the partners of the said firm for the time being and the heirs, executors and administrators of the last surviving partner and persons for the time being carrying on the said business) of the ONE PART; AND (1) (2) (3) (4) all Indian inhabitants, carrying on business in partnership in the firm name and style of M/s .................... (which expression shall unless it be repugnant to the context or meaning thereof be deemed to mean and include the partners of the said firm for the time being and the heirs, executors and administrators of the last surviving partners and persons for the time being carrying on the said business) of the OTHER PART: WHEREAS the Assignors have been carrying on business of …… in the firm name and style of .................... hereinafter called “the said business” in Shop No. .................... on the ground floor of the building known as .................... situated at .................... whose landlords are .................... and which property bears Cadestral Survey No….. of Fort Division within the registration and sub-registration District of .................... City and .................... District hereinafter called “the said shop premises”; And, whereas the Assignors in respect of the said business should licences and certificates and are the owners of furniture, articles, and things including Airconditioning machine, other machines etc. a list whereof is hereto annexed and marked ‘A’; And, whereas the Assignors have represented to the Assignees that the said licences and certificates are valid and subsisting and there is no action pending in respect of the same against the Assignors for breach of any of the covenants and conditions of the said licences; And, whereas the Assignors are the tenants of the said shop premises and paying monthly rent of Rs. .................... per month and the tenancy in respect of the said premises is valid and subsisting; And, whereas the Assignors have also represented to the Assignees that they have neither charged, mortgaged or otherwise encumbered the said business either together, with the goodwill, tenancy rights, benefit of telephone number…..

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and or the said furniture, articles, things, and machines etc., a list whereof is annexed hereto and marked “A: and the same are free from encumbrances and there is no debt due and payable in respect of the said business including income tax and sales tax; And, whereas the Assignors have agreed to sell and assign and the Assignees have agreed to purchase the said business from the Assignors together with the good will as a running concern together with the benefit of tenancy rights as incidental to the said assignment of the business but for no monetary consideration and also the benefit of telephone No. .................... and of licences etc., at or for the price Rs. ....................(Rupees ....................); And, whereas the Assignors have also agreed to sell and the Assignees have agreed to purchase the said furniture and articles and things including airconditioning machine, other machines etc. a list whereof is hereto annexed and marked “A” at or for the price of Rs. …. (Rupees….) which has been delivered to the Assignees on or before the execution of these presents which are capable of passing by manual delivery (the payment and receipt in respect whereof has been acknowledged separately). Now, this indenture witnesseth that in pursuance of the said agreement and in consideration of the sum of Rs. .................... (Rupees....................) paid on or before the execution of these presents (the receipt whereof the Assignors do hereby admit and acknowledge and of and from the same and every part thereof do and each of them doth hereby acquit, release and discharge the Assignees forever) AND ALSO in consideration of the covenants hereinafter contained the Assignors do hereby assign unto the Assignees all the beneficial interest and goodwill of the said business carried on by them in the name of M/s. .................... as aforesaid as a running concern together with the benefit of all licences and certificates in relation to the said business and the right title and interest of the Assignors in the tenancy of the said shop premises being shop No. .................... .................... Survey No. .................... of .................... Division within the registration and Sub Registration District of .................... city and .................... District but for no monetary consideration and the benefit of telephone no…. and the deposit made for the same TO HAVE HOLD, RECEIVE AND TAKE the premises unto and to the use of the Assignees absolutely as regards the said business and goodwill thereof forever and as regards the said tenancy of the said shop premises subject to the terms and conditions of the tenancy in respect thereof and subject to the payment by them the Assignees of the monthly rent to the land lords; And further that the Assignors do hereby covenant with the Assignees that notwithstanding any act, deed, matter or thing whatsoever by the Assignors or by any person or persons lawfully or equitably claiming from under or in trust for them made, done, omitted or executed or knowingly or willingly suffered to the contrary the hereinbefore recited tenancy is now valid and subsisting of the said premises hereinbefore expressed so to be hereby assigned and is not void or voidable AND that notwithstanding any such thing as aforesaid all the rents reserved and the covenants by the Assignors and the conditions of the tenancy have been paid,

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observed and performed up to the date of these presents AND the Assignors do hereby covenant with the Assignees that They the Assignors have now good right to assign the said premises and business and good will hereby assigned or expressed so to be unto the Assignees in the manner aforesaid and that They the Assignees shall and may at all times hereafter peaceably and quietly possess and enjoy the same and receive the issues and profits thereof without any lawful eviction interruption claim and demand whatsoever from or by the Assignors or any person or persons lawfully or equitably claiming as aforesaid and further that They the Assignors and all persons having right title or interest in the said premises hereinbefore expressed to be hereby assigned or any of them or any part thereof from under or in trust and at all times hereafter at the request and cost of the Assignees do and execute or cause to be done and executed all such acts, deeds and things whatsoever for further or more perfectly assuring the said premises and every party thereof unto and to the use of the assignees in manner aforesaid as shall or may be reasonably required AND it is hereby expressly agreed by and between the parties hereto that all outstanding of the Assignors and of the said business upto the date of giving possession to the Assignees shall belong to and be the absolute property of the Assignors and shall be recoverable by them for their own use and benefit or otherwise and that the Assignors shall satisfy and discharge all the debts and liabilities of the business including the liability for payment of income-tax, Sales-tax, or the liability or claim made by any employees for salary, leave pay, retrenchment compensation, gratuity or any other claim upto the date of carrying on the said business and shall indemnify the Assignees against all claims and demands in respect of the said business; And this indenture also witnesseth that in pursuance of the said Agreement in this behalf and in consideration of the aforesaid terms, the Assignors shall indemnify and keep indemnified the Assignees from and against all rents, claims and demands, contracts and engagements in respect of or in connection with the said business or any claim made by any other person uptodate; And the assignees do hereby covenant with the Assignors that They the Assignees will henceforth during the said term pay the rent reserved and perform all the covenants and conditions of the said tenancy and keep indemnified the Assignors from and against the payment of the said rent and the observance and performance of the said covenants and all actions, proceedings, costs, damages, claims, demands and liability whatsoever for or on account of the same or in anyways relating thereto. IN WITNESS WHEREOF, the Parties hereto have hereunto set and subscribed their respective hands the day and year first hereinabove written. SIGNED AND DELIVERED by the With named.................... And.................... Partners of M/s. .................... In the presence of: SIGNED AND DELIVERED by the

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With named (1).................... (2).................... (3).................... Partners of M/s. .................... In the presence of: RECEIVED the day and year first hereinabove written of and from the within named Assignees a sum of Rs. .................... (rupees....................) by cheque No. .................... dated .................... drawn on .................... Being the full consideration amount within mentioned to be by them paid to us. Rs. .................... WITNESSES: WE SAY RECEIVED:

Annexure “A” List of licences and certificates and furniture, articles and things including airconditioning machine, other machines, etc. [LIST TO BE PREPARED ACCORDINGLY]

ASSIGNMENT OF SIMPLE CONTRACT DEBTS THIS ASSIGNMENT made on the .................... day of...................., 20.... BETWEEN AB of etc. (hereinafter called “the Vendor”) of the ONE PART AND CD of etc. (hereinafter called the “the Purchaser”) of the OTHER PART. WHEREAS: (1) The several persons, firms and companies described in the first column of the Schedule hereto are indebted to the Vendor in respect of the matters mentioned in the second column thereof in the several sums set opposite their respective names in the third column thereof. (2) The Vendor has agreed with the Purchaser for the absolute sale to him of the said debts for the sum of Rs. .................... NOW THIS DEED WITNESSETH as follows: 1. In pursuance of the said Agreement and in consideration of the sum of Rs…… paid by the Purchaser to the Vendor (receipt of which sum the Vendor hereby acknowledges) the Vendor as beneficial owner hereby assigns unto the Purchaser all the several debts and sums of money specified in the Third column of the Schedule hereto due and owing to the Vendor from the several persons, firms and companies mentioned in the First Column thereof in respect of the matters mentioned in the second column thereof TO HOLD the same Unto the Purchaser absolutely. 2. The Vendor hereby covenants with the Purchaser that the several debt and

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sums of money hereby assigned are still due and owing in full to the Vendor from the several persons, firms and companies aforesaid. IN WITNESS, etc. THE SCHEDULE ABOVE REFERRED TO: GENERAL POWER OF ATTORNEY (Make use of such clauses as are necessary and appropriate) TO ALL TO WHOM these presents shall come I …. of …. Indian Inhabitant SEND GREETINGS: WHEREAS I am desirous of appointing some fit and proper person to look after all my affairs and requested…. Also of ….. Indian Inhabitant (hereinafter called the “Attorney”) to act for me and manage and look after my affairs which the Attorney has consented to do NOW KNOW ALL AND THESE PRESENTS WITNESS that I the said …. do hereby nominate, constitute and appoint the Attorney the said .… my true and lawful attorney to act in, conduct, manage and look after all my affairs in the Republic of India and for the purposes aforesaid, I hereby confer upon the Attorney the following powers and authorities: 1. To ask, demand, sue for, recover and receive from every person and every body politic or corporate in India whom it shall or may concern all sums of money, rents, issues, profits, debts, dues, goods, wares, merchandise, chattels, effects and things of any nature or description whatsoever which now are or which at any time or times during the subsistence of these presents shall or may be or become due owing payable or belonging to me in or by any right title ways or means howsoever and upon receipt thereof or of any part thereof to make sign execute and deliver such receipts releases or other discharges for the same respectively as the Attorney shall think fit or be advised. 2. To settle any account or reckoning whatsoever wherein I now am or at any time hereafter shall be in any wise interested or concerned with any person whosoever and to pay or receive the balance thereof as the case may require. 3. To receive every sum of money whatsoever which now is or at any time hereafter may be due arising or belonging to me upon or by virtue of any mortgage, charge, pledge, hypothecation or other security whatsoever and on receipt thereof to make, sign, execute and give good and sufficient releases, acquittances or other discharges for the same and also to sign, seal, execute, make and deliver all proper and sufficient reconveyances releases and other assurances of the lands tenements hereditaments and property which shall have been mortgaged or charged as security thereof and also to consent to any such alternation or modification of the nature or conditions of the said securities as the Attorney shall think fit. 4. To compound with or make allowances to any person for or in respect of the aforesaid debts or any other debt or demand whatsoever which now is or shall or may at any time hereafter become due or payable to me and to make or receive any composition dividend thereof or thereupon and to give

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5.

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receipts, releases or other discharges for the whole of the same debts, sums or demands or to settle compromise or submit to arbitration every such debt or demand and every other claim, right matter or thing due to or concerning me as the Attorney shall think most advisable for my benefit and for that purpose to enter into make, sign, execute and deliver such bonds of arbitration or other deeds or instruments as are usual in like cases. To accept service of any writ, summons or other legal process or notice and to appear and my persons to represent in any court and before all Magistrates, judicial revenue or other officers and Tribunals whatsoever as by the Attorney shall be thought advisable and to commence any suit action or other proceeding in any court of justice and before any public officer or tribunal for the recovery or enforcement of any debt sum of money, right, title, interest, property matter or thing whatsoever now due or payable or to become due or payable or in anywise belonging to me by any means or on any account whatsoever and the same action suit or proceeding to prosecute or discontinue or become non-suit therein if the Attorney shall see cause and also to take such other lawful ways and means including proceedings in execution, distress, distraint and the like for recovering or getting in any such sum of money or other thing whatsoever which shall by the Attorney be conceived to be due owing, belonging or payable to me by any person whosoever and also to appoint pleaders, advocates, solicitors and legal advisers to prosecute or defend in the premises aforesaid, or any of them as occasion may require and from time to time them or any of them to remove and other or others to appoint in their place and to pay them such fees and remuneration as the Attorney shall think fit or be advised and for all or any of the purposes aforesaid to sign, execute, deliver, file all necessary Vakalatnamas, Warrants of Attorney, plaints, petitions, applications, defences, statements, accounts, declarations, affidavits, and other documents, papers and writings. Also to make any declaration or affidavit in proof of any debt or debts due or claimed to be due to me in any proceedings taken or hereafter to be taken by or against any person, firm or company under any Act or Ordinance for the time being in force for the relief or otherwise of insolvent debtors or the winding up of companies and to attend all meetings of creditors under any such proceedings and to propose, second or vote for or against any resolution at any such meeting and generally to act for me in all proceedings whether by way of bankruptcy or liquidation by arrangement or by composition which may be taken against or for the relief of any debtor as the Attorney shall think fit. To enter into and upon any messuages, lands, hereditaments and immovable properties whatsoever and to view the state and defects of the repairation thereof and forthwith to give proper notices and directions for repairing the same and to let manage and improve the same to the best advantage and to make or repair drains and roads thereon. To pay or allow all taxes, rates, assessments, charges, deductions, expenses and all other payments and outgoings whatsoever due and

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9.

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payable or to become due and payable for or on account of my said lands, hereditaments, estates and premises. To contract with any person for leasing for such period at such rent subject to such conditions as the attorney shall see fit all or any of the said premises and any such person to let into possession thereof and to accept surrenders or leases and for that purpose to make, seal, deliver and execute any lease or grant other lawful deed or instrument whatsoever which shall be necessary or proper in that behalf. To ask, receive and recover from all receivers, farmers, tenants and all other occupiers whatsoever whether holding under a written lease or Agreement or otherwise of my said lands, hereditaments, all rents, arrears of rent, services, issues, profits, emoluments and sums of money now due, owing and payable or at any time hereafter to become due, owing and payable in respect of the same premises in any manner whatsoever and also on non-payment thereof or of any part thereof to take summary proceedings to distrain or distress according to law and to give notices to quit, and vacate and file suits and proceedings in ejectment and to recover rents and compensation for use and occupation and to make, like and appropriate demands and take, like and appropriate actions proceedings against trespassers. To appoint any fit persons to be steward, bailiff, receiver or servant for the management of my lands, hereditaments and premises and to recover rents thereof and the same or any of such stewards, bailiffs, receivers or servants at pleasure to remove and displace as the attorney shall think fit. To sell (either by public auction or privately) or exchange and convey transfer and assign any of my lands, tenements or hereditaments and property for such consideration and subject to such covenants as the Attorney may think fit and to give receipts for all or any part of the purchase or other consideration money and the same or any of them with like power to mortgage, charge of encumber and also to deal with my immovable personal property or any part thereof as the Attorney may think fit for the purpose of paying off, reducing, consolidating or making substitution for any existing or future mortgage, charge, encumbrance, hypothecation or pledge thereon or thereof or any part thereof and to make or concur in any transfer of or alteration in the terms of any existing or future mortgage, charge, hypothecation or pledge of the same or any part thereof as the Attorney shall think fit and in general to sanction any scheme for dealing with mortgages, charges, hypothecation or pledges of any property or any part thereof as fully and effectually, as I myself could have done. To purchase, take on lease or otherwise acquire such lands, houses, tenements and immovable property generally as the Attorney may think fit or desirable. To sell or to concur in selling either by private sale or in any other manner any of my stock, merchandise, goods, chattels and other effects, articles and things for such consideration and subject to such conditions as the

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15.

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18. 19.

Attorney may think fit and to receive the proceeds thereof and to give receipt for all or any part of the sale proceeds or other consideration money. To pledge, hypothecate or charge or concur in pleading, hypothecating or charging with, to or in favour of a respectable bank or banks (and not individual banker or shroff or firm of bankers or shroffs) any personal or moveable properties, goods, chattels, merchandise, commodities, effects and things for such consideration and subject to such conditions as the Attorney may think fit and for that purpose to sign, seal, execute and deliver all necessary instruments and deeds of mortgage, charge, hypothecation, pawn, pledge, lien and trust receipts and to receive the consideration money or otherwise for such pledge, pawn, hypothecation, charge, mortgage, lien and the like. Also to draw, make, sign, accept or endorse, pledge, hypothecate or otherwise negotiate all or any foreign or inland bills of exchange, hundi, cheques, orders for payment of money and promissory notes and to sign, seal, execute, deliver, endorse, accept, assign or transfer all mortgage deeds, bills of lading, delivery orders or other symbols or indicia or of documents of title relating to goods or merchandise policies of assurances charter parties ships’ certificates, bills of sale, securities of any Government, empire, kingdom, republic, State, territory, colony, country, municipality or local authority wheresoever situate or other stocks, shares, debentures, mortgages, obligations or other securities of any company or corporation whether commercial, municipal or otherwise and all and every other public or other securities, stocks or shares, foreign or otherwise and to deal with the same and to receive the proceeds thereof respectively. To purchase, take on hire, borrow or otherwise acquire machinery, tools, spare parts, raw materials, merchandise commodities, goods, wares, articles, effects and things and to deal in and deal with the same and to dispose of the same in such manner and for such consideration as the Attorney may think fit. To borrow any sum of money on such terms and with or without security as the Attorney may think fit for any of the purposes of these presents. To deposit any money which may come to his hands as such attorney with any banker, broker, or other person and any of such money or any other money to which I am entitled which now or hereafter is or shall be deposited with any banker, broker or other person, to withdraw and either employ as the Attorney shall think fit in the paying of any debts or the keeping down of interest payable by me or the creation of sinking fund for the liquidation of any charges or encumbrances affecting my moveable and immovable property or any part thereof or in or about any of the purposes mentioned in these presents or otherwise for any use and benefit or to invest in any such stocks, funds, shares or securities as the Attorney may think proper and to receive and give receipts for any income or dividends arising from such investments and the same investments to vary or dispose of as the Attorney may think fit.

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20. To continue and or to open new, current and or overdraft accounts in my name with any banks or bankers and also to draw cheques and otherwise to operate upon any such account. 21. To engage, employ and dismiss any agents, clerks, servants or other persons in and about the performance of the purposes of these presents as the Attorney shall think fit. 22. To sell any of my present or future investments and for that purpose to employ and pay brokers and other agents in that behalf and to receive and give receipts for the purchase money payable in respect of such sales and to transfer any of my investments so sold to the purchaser or purchasers thereof or as he or they may direct and for these purposes to sign and execute all such contracts, transfer deeds and other writings and do all such other acts as may be necessary for effectually transferring the same. 23. To accept the transfer of any shares, stocks, debentures, annuities, bonds, obligations or other securities of whatever nature that may at any time be transferred to me. 24. To attend vote at and otherwise take part in all meetings held in connection with any company or corporation with which I am concerned or in relation to any of my investments and to sign proxies for the purpose of voting threat or for any other purpose connected therewith as freely as I myself could do. 25. Out of any of my moneys in his hands or under his control to pay all calls that may be lawfully made upon me or other expenses that may be incurred in relation to any of my investments and to give security for payment of the same. 26. To exercise all other rights and privileges and perform all other duties which now or hereafter may appertain to me as a holder of debentures or shares or stock of or otherwise interested in any company or corporation. 27. To exercise any power and any duty vested in me whether solely or jointly with another or others as executors, administrator, trustee, or in any other fiduciary capacity (including powers and trusts to sell or lease land or to receive and give good receipts for money) so far as such power or duty is capable of being validily delegated. 28. And also to appear before the Registrar of any district or sub district registrar of deeds appointed or to be appointed under any act or law for the time being in force or otherwise for the registration of deeds, assurances, contracts or other instruments and then and there or at any time thereafter to present and register or cause to be registered any deeds, assurances, contracts or other instruments in which I am or may be by the Attorney be deemed to be interested and also these presents and to pay such fees as shall be necessary for the registration. 29. To enter into, make, sign, seal, execute, deliver, acknowledge and perform all engagements, contracts, agreements, indentures, declarations, bonds, deeds, assurances, documents, papers, writings and things that may be

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30.

31.

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33. 34.

35.

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37. 38.

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necessary or proper to be entered into, made, signed, sealed, executed, delivered, acknowledged and performed for any of the purposes of the presents or to or in which I am or may be party or in any way interested. In general to do all other acts, deeds, matters and things whatsoever in or about any estate, property and affairs or concur with persons jointly interested with myself therein in doing all acts, deeds, matters and things herein either particularly or generally described as amply and effectually to all intents and purposes as I could do in my own proper person if these presents had not been made. For all or any of the purposes of and powers, authorities and discretions conferred by these presents, to use and sign my name or in which I am or may be in anywise interested or to use and sign his name as the Attorney shall think fit. To appear on my behalf and to represent my interest before the income tax, wealth tax and gift tax and/or other taxing authorities in respect of my income tax, wealth tax, gift tax, as also before any tribunal or court. To sign on my behalf Income tax, wealth tax and gift tax returns and to submit the same on my behalf to the respective taxing authorities. To execute, declare and affirm on my behalf all the applications, documents, declarations and affidavits as may be necessary for the purposes of the income tax, wealth tax and gift tax affairs and to submit and file the same with the respective taxing authorities. To file appeals and references as the attorney may be advised and as he may deem fit and proper against the orders and decisions of the income tax, wealth tax and gift tax authorities in respect of my assessment proceeding. To appoint on my behalf such auditors, accountants and advocates as the said Attorney shall deem fit and proper for representing me before the income tax, wealth tax and gift tax and/or Taxing Authorities or any other tribunal or court in respect of the income tax, wealth tax and gift tax assessments and to discharge them and appoint new auditors, accountants and advocates as the case may be in their place. To compound, compromise and settle with the income tax, wealth tax and gift tax authorities the orders and assessments made by them. To apply for time for payment and to apply for instalments for the payments of the amounts assessed and to be paid by me to the income tax, wealth tax and gift tax or other taxing authorities. And also for the better and more effectually doing, effecting and performing the several matters and things aforesaid to appoint from time to time or generally such person or persons as the Attorney may think fit as his substitute or substitutes to do execute and perform all or any such matters and things as aforesaid and any such substitute or substitutes at pleasure to remove and to appoint another or others in his or their place and I hereby agree at all times to ratify and confirm whatsoever the Attorney or any such

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substitute or substitutes shall lawfully do or cause to be done in or about the premises. 40. And for more effectually removing any doubt which may arise as to the true meaning of these presents or as to the construction or application of the powers, authorities and discretion hereby conferred I do hereby declare that the powers, authorities and discretions hereby conferred shall not in any case be deemed to revoke any powers or authorities or discretions before given by me to the attorney or to any other person or persons or be deemed to be limited by any such previously given powers, authorities and discretions or be deemed to be limited to such transactions and matters as are herein expressly mentioned but the same are intended to be extended and shall in all cases extend to any other matters or transactions not herein precisely mentioned or defined which in the course of any of my businesses, concerns or affairs may by the Attorney be deemed to be requisite or expedient to be done or performed. 41. And I do hereby declare that all the powers and authorities and discretions hereby conferred upon the Attorney shall be available for exercise by him both during my absence as also at the same time and place along with the Attorney. AND, I the above named.................... do hereby undertake to ratify whatever the Attorney or any substitute or agent appointed by him under the power in that behalf hereinbefore contained may lawfully do or cause to be done in and by virtue of these presents. IN WITNESS WHEREOF, I the abovenamed…. Have here unto set my hand and seal this.................... day of .................... in the .................... Christian year .................... SIGNED, SEALED AND DELIVERED By the within named.................... in the presence of:

SPECIAL POWER OF ATTORNEY IN RESPECT OF ENTERING INTO AND CONCLUDING ONE TRANSACTION TO ALL TO WHOM THESE PRESENTS shall come, I...................., Indian Inhabitant, Whereas I am the owner of the land, hereditaments and premises situate at .................... and more particularly described in the Schedule hereunder written. And, whereas I am desirous of disposing of the said property I am desirous of appointing some fit and proper person to act for me and do all necessary acts and things in connection with the sale of my said property more particularly described in the Schedule hereunder written; NOW, KNOW ALL AND THESE PRESENTS WITNESSETH that I do hereby nominate, constitute and appoint…. To be my true and lawful attorney for the purpose hereinafter expressed that is to say: 1. To negotiate for sale of the said property more particularly described in the Schedule hereunder written with the intending purchasers and to conclude

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such agreement for sale, sign the agreement for sale of the said property and receive deposit or earnest from the purchaser of the said property and give receipts and discharges for the same. 2. To appoint advocates/solicitors in connection with the sale of the said property and pay, their remuneration. 3. To apply for and obtain permission/sanction if required from the Competent Authority appointed under the Urban Land (Ceiling and Regulation) Act, 1976 or from any other officer or authority and to make application for that purpose and appear before the officer concerned if necessary in connection with obtaining sanction to the sale of the said property more particularly described in the Schedule hereunder written. 4. On receiving the balance of the sale price to sign and execute conveyance and other documents and assurances in favour of the purchasers or their nominee or nominees as the case may be and to do all other acts, deeds, matters and things in relation thereto. 5. To apply for and obtain income tax clearance certificate under section 230A of the Income Tax Act, 1961 in connection with the sale of the said property and to do all acts and things in connection therewith. 6. To appear before the sub registrar of Assurances or any other competent authority and lodge the document of conveyance or assurances for registration and to admit execution of the said deed as my said Attorney shall find necessary. 7. To appear before talati, mamlatdar, collector, municipal corporation, or any other authority in connection with the said property more particularly described in the Schedule hereunder written for effectuating the transfer of the said property in favour of the intending purchaser. AND, I DO HEREBY for myself, my heirs, executors and administrators agree to ratify and confirm all and whatsoever my said attorney shall or purport to do or cause to be done by virtue of these presents. IN WITNESS WHEREOF, I have hereunto set my hand at.................... this.................... day of.................... THE SCHEDULE ABOVE REFERRED TO: All that piece of parcel of land or ground with messuage tenement or bungalow and other erections standing thereon and being at … in the registration sub district and district of … city by admeasurement… sq. metres or thereabouts and registered in the books of the Collector of Land Revenue Under Olds Nos… and New Survey No. .................... Cadastral Survey No. .................... of ....................l. Division which said premises are assessed by the .................... Municipal/Rates and Tax under.................... Ward No. ....................and Street No…. and bounded as follows: On On On On or or or or towards towards towards towards the East the West the North the South

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Corporate and Commercial Agreements

SIGNED AND DELIVERED by the Within named.................... In the presence of Before me,

SPECIAL POWER OF ATTORNEY FOR ADMITTING EXECUTION BEFORE SUB REGISTRAR OF DOCUMENT ALREADY EXECUTED (This Power of Attorney must be authenticated before the Sub Registrar) TO ALL WHOM THESE PRESENTS shall come, I.................... of...................., Indian inhabitant SEND GREETINGS; WHEREAS I was the owner of land, hereditament and premises situate at …. and more particularly described in the Schedule hereunder written: And, whereas I executed a Deed of Conveyance of the said property in favour of…. The Purchasers; And, whereas I am unable to go to the office of the Sub Registrar for admitting execution of the said Conveyance as I am leaving.................... And, whereas therefore I am desirous of appointing.................... as my Constituted Attorney to attend the office of the Sub Registrar to admit execution of the said Conveyance. NOW, KNOW YOU ALL THESE PRESENTS WITNESSETH that I do hereby nominate, constitute and appoint.................... to be my true and lawfully Attorney for the purposes expressed that is to say: 1. To present and lodge in the office of the Sub Registrar of Assurances at Bombay and to admit execution of the conveyance dated… executed by me in favour of … the Purchasers and to do all acts and things necessary for effectively registering the said conveyance. 2. AND, I DO HEREBY for myself, my heirs, executors and adminsitrators agree to ratify and confirm all and whatsoever my said Attorney shall or purport to do or cause to be done by virtue of these presents. IN WITNESS WHEREOF, I have hereunto set my hand at.................... this.................... day of.................... THE SCHEDULE ABOVE REFERRED TO: Signed and delivered by the Within named.................... In the presence of Before me,

RELEASE AND INDEMNITIES (Indemnity to a Company and its Directors on issue of a Duplicate to replace lost Share Certificate.) To, ……… Limited and M/s ABCD and EF its Directors.

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Gentlemen, I have lost or mislaid the certificate of title dated….. and numbered…. Relating to … (fully paid up) (ordinary) Shares in the above named Company of Rs. .................... each numbered .................... to .................... both inclusive of which I am the registered holder. The said certificate has not been pledged or deposited by me by way of security, nor have I sold or transferred any of the shares to which it relates, and I am entitled to the custody of the certificate of title relating to such shares. I request you to issue to me a fresh certificate of title to the said shares and I hereby undertake to indemnify you and each of you against all proceedings, claims, expenses and liabilities whatsoever which may be taken or made against or incurred by you or any of you by reason of the issue of such fresh certificate or the registration of a transfer of the said shares or any of them without the production of the said original certificate. Dated the .................... day of.................... Signed.................... WITNESS Signature of the Said....................

GUARANTEES Guarantee for payment of goods to be supplied to Tradesman. To Messrs. AB and CD of .................... Trading as .................... & Co. IN CONSIDERATION of your supplying goods and giving credit to EF of etc. I hereby guarantee to you the payment of all moneys (nor or) at any time of times (hereinafter) to become due to you in respect of any goods but so that my liability to you is in no event to exceed the sum of Rs….. I agree that you are to be at liberty to grant to the said AB such extension of credit or time for payment or other indulgence as you may think proper without discharging or impairing my liability hereunder. This guarantee is to be a continuing guarantee and is to continue to be binding notwithstanding any change in the constitution of your firm above named. I reserve the right to myself or my personal representatives by (one month’s) notice in writing to your above-named firm at any time to revoke this guarantee as to all future dealings by you or your said firm with the said EF. Dated the .................... day of.................... Signed.................... Witness to the signature of the said....................

Guarantee for payment of arrears of rent about to be distrained for

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Corporate and Commercial Agreements

To

CD IN CONSIDERATION of your having at my request agreed not to enforce by distress or otherwise the payment of Rs. .................... Being arrears of rent now due and owing to you from AB of etc. under a lease dated....................whereby you demised to him for the term and at the rent therein mentioned the premises therein described and situate at.................... I hereby guarantee to you the payment of the said arrears of rent on or before the.................... day of.................... Dated the.................... day of.................... Guarantee for payment of debt by Instalments in consideration of creditor foregoing or discontinuing legal proceedings.
To

AB of etc. IN CONSIDERATION of your refraining from instituting any legal proceedings which you may be entitled to institute against CD (or you discontinuing the action which you have begun against CD in the Queen’s Bench Division of the High Court of Justice 20..... B. No. ....................) for the recovery of the sum of Rs. .................... Now due to you by him I hereby guarantee the payment to you of that sum together with the further sum of Rs. .................... For your costs making in all the sum of Rs. .................... by equal (weekly) instalments each of Rs. .................... Beginning on the day of .................... and further that if default shall be made for (one week) in the payment of any instalment the whole of the said sum of Rs. .................... Or the balance thereof for the time being remaining unpaid shall forthwith be paid to you. Dated the.................... day of.................... Signed....................
Witness to the signature of the Said....................

GUARANTEE, DEPOSIT AND CHARGE AS SECURITY FOR ADVANCES TO A THIRD PERSON IN CONSIDERATION of your advancing to A of etc. at my request the sum of Rs. .................... As a loan to carry interest at the rate of .................... per cent per annum (or the sum of Rs. .................... As a loan at the date hereof and such further sums as the said A may request from time to time but before the expiration of two years from the date hereof the whole of such sums including the loan of Rs… granted at the date hereof not to exceed the sum of Rs….. and the whole of such loans as from the date upon which the advance is made to carry

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interest at the rate of …. Per cent per annum). I, the undersigned hereby agree with you as follows: 1. (Subject to the provision of clause 5 hereof) to make good any default by said A or his estate in the payment of the loan(s) and of all interest due thereon. 2. To deposit forthwith with you the securities mentioned in the schedule hereto as collateral security for the said loan(s) until payment thereof with interest as aforesaid. 3. The said securities are hereby charged by me with the payment of the said loan(s) and interest and shall not be encumbered by me in any way without your consent in writing first obtained so long as the said loan(s) or any part thereof shall remain due to you from me hereunder. 4. I will whenever required by you so to do execute at my own expense a proper transfer or transfers to you of such of the said securities as are capable of being transferred together with power of sale and all other necessary powers for securing and enforcing the payment of the said loan(s) and interest. 5. The period of said loan(s) shall expire on…. (and all my liability hereunder shall cease on … and any of the said deposited securities not then realised shall be forthwith returned to me). 6. No change whatsoever, in the constitution of your firm shall impair or discharge my liability hereunder notwithstanding the provisions of the Partnership Act or any other enactment. THE SCHEDULE ABOVE REFERRED TO (List of Securities) Guarantee for the Performance of a Contract THIS AGREEMENT is made the …. day of ….. BETWEEN (guarantor) of etc. (hereinafter called “the Guarantor”) of the one part AND (part guaranteed) of etc. (hereinafter called “the Principal” of the other part WHEREAS: (1) This agreement is supplemental to a contract (hereinafter called “the Contract’) dated… and made between (contractors) (Hereinafter called “the Contractors”) of the one part and the Principal of the other part whereby the Contractors agreed and undertook to (state nature of works or other obligation undertaken) for the sum of Rs. ….. (2) The Guarantor has agreed to guarantee the due performance of the contract in manner hereinafter appearing. NOW THE GUARANTOR HEREBY AGREES with the principal as follows: 1. If the Contractors (unless relieved from the performance by any clause of the contract or by statute or by the decision of a tribunal of competent jurisdiction) shall in any respect fail to execute the contract or commit any breach of their obligations thereunder then the Guarantor will indemnify the

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Principal and his personal representatives against all loses, damages, costs, expenses or otherwise which may be incurred by him by reason of any default on the part of the Contractors in performing and observing the agreements and provisions on their part contained in the contract. 2. If any question or dispute shall arise as to the amount of any such losses, damages, costs, expenses or otherwise the amount thereof shall be determined by (architect, engineer or trade expert according to the nature of the contract) whose decision shall be final. 3. The Guarantor shall not be discharged or released from this Guarantee by any arrangement made between the Contractors and the principal with or without the assent of the Guarantor or by any alteration in the obligation undertaken by the contract or by any forbearance whether as to payment time performance or otherwise. As WITNESS, etc. AGREEMENT OF REFERENCE – TO ARBITRATION ARTICLES OF AGREEMENT made at Bombay this.................... day of ....................20….. BETWEEN.................... of Bombay Indian Inhabitant residing at … hereinafter person called “the said.................... (which expression shall unless repugnant to the context or meaning thereof mean and include his heirs, executors and administrators) of the one part AND.................... Also of Bombay Indian Inhabitant residing at… hereinafter called the said.................... (which expression shall unless repugnant to the context or meaning thereof mean and include his heirs, executors and administrators) of the OTHER PART; WHEREAS certain disputes and differences have arisen between the said.................... and the said.................... as regards contract dated.................... Made by and between the Parties hereto; AND WHEREAS the parties hereto have agreed to refer the said disputes between them to the sole Arbitration of.................... upon the terms and conditions hereinafter contained; NOW THIS AGREEMENT WITNESSETH as follows: 1. All disputes and differences between the Parties hereto regarding the contract dated… made by and between the Parties hereto and mentioned in the schedule hereto are hereby referred to the arbitration, determination and award of the said sole arbitrator… 2. The arbitrator shall have summary powers and may take such evidence, documentary or oral as he may in his sole and absolute discretion think proper and the said arbitrator shall have power to record only such evidence as he may in his sole and absolute discretion think fit and proper and shall also have such powers and authorities as are granted to an arbitrator under the Indian Arbitration Act, 1940 (Act X of 1940). 3. The arbitrator will be at liberty to take the assistance of any technical expert or engineer of his choice on such matters on which he may decide

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to take such assistance. 4. The arbitrator shall be entitled to use personal knowledge relating to the matters referred to his sole arbitration. 5. The venue of the arbitration proceedings and the fee of the arbitrator will be as may be fixed by the arbitrator himself. 6. The arbitrator shall make and publish his award within four months from the date of entering upon the reference. In the event of the said period becoming insufficient the arbitrator shall have power with the consent of the parties hereto from time to time extend time for making and publishing his award. IN WITNESS WHEREOF, the parties hereto have hereunto set and subscribed their respective hands and seals the day and year first hereinabove written. THE SCHEDULE ABOVE REFERRED. SIGNED, SEALED AND DELIVERED By the within named.................... In the presence of.................... SIGNED, SEALED AND DELIVERED By the within named In the presence of.................... —————


								
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