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SALE AGREEMENT

This Sale agreement is executed on 27th day of April 2018 at Bangalore by and between:

1. < details of selling partner 1>

2. < details of selling partner 2>

Herein after referred to as The VENDOR of One Part:


AND
3. < details of purchasing partner 1>

4. < details of purchasing partner 2>

Herein after referred to as The PURCHASER of Other Part:

(The terms Vendor and Purchaser shall wherever the context to request mean and include their
respective heirs, legal representatives, administrators, executors and assigns)

NOW THEREFORE IT IS AGREED BETWEEN THE PARTIES HERE TO AS FOLLOWS-

1. < details of selling partner 1> & < details of selling partner 2> carrying the business of
<firmname> from <date>.

2. Now purchaser is ready to buy the above business for amount in numbers>/- and the principal
outstanding of <if any business loan exists> BANK Business Loan account numbered <>

3. The Purchaser had already been paid advance amount <amount>/- and balance of
<>amount>/- will be paid as per below schedule.

4. <amount>/- will be paid on the date of ownership change to PURCHASER and i.e after
completion of the agreed terms as below.
1. Completing partnership retirement for <firmname>.
2. Initiating the transfer of ownership of <firmname> to PURCHASER.
3. Initiating transfer of ownership with <franchise> and a confirmation from <franchise>.
4. Initiating transfer of ownership of Bank account to PURCHASER or as per the
instructions from PURCHASER and a confirmation from the bank about transfer.
5. Complete account settlement for the school and clarifications in written.
6. Handover all the original bills for the equipment, toys, licenses, transfers.
7. Handover all the salary payment, increment letters to the staff.
8. Initiating rental agreement change with house owner for the school premises.

5. <amount> will be paid on the final closure on the agreed terms as below.
1. On receipt of documents from <franchise> with the contract period and terms
mentioned
2. On receipt of rental agreement original and latest rental receipt
3. On receipt of latest EB bills
4. Bills from <franchise> (for the toys, licenses..)
5. Bills from other vendors like Electronic items, toys, stationaries and etc.
6. On receiving BEO certificate for <franchise>
7. On receiving Trust documents from the auditor
8. Agreement copies between Vendors and the previous owner
9. On receiving Tax receipts, ITRs for all the years
10. Concurrence to pay any tax implications until FY 2017-2018
11. Concurrence to pay any pending bills from any parties until FY 2017-2018
12. Agreements from Spoken English course
13. NOC from <franchise>
14. NoC from Landlord / House owner
15. Introducing PURCHASER to <franchise>, house owner and other vendors

6. The Vendor hereby specifically state that from the date of retirement they will have no rights
whatsoever to the firm Name, Telephone, Goodwill, Assets, Stocks, Tenancy Rights, Lock Stock
and Barrel of the firm as from the date of retirement.

7. From the said date of retirement, any outstanding Loans and receivables and outstanding
contracts etc in respect of the Firm shall belong to the Purchaser alone and the Vendor will
alone be liable for all claims, damages, litigations or any other or transaction entered by the
Firm.

8. But the vendor will not be having any responsibility on the loan in HDFC BANK Business Loan
account numbered <#number> and Principal Outstanding Balance. the purchaser must pay the
balance EMI’S and complete the Loan Outstanding Balance.

9. The price is inclusive of all the materials, licenses, goodwill, registrations, transfers (rental
agreement, <franchise> ownership)

10. Edusolutions is having license for 4 more years and the PURCHASER is free to use the
license, any legal to be handled by VENDOR with his own cost, transfer of <FRANCHISE>
playschool to PURCHASER will be handled by VENDOR.

11. VENDOR has lowered his confirmation of admission from 30 to 24 to the school in the
upcoming academic session which is 2018-2017, hence the agreed value of the business has
been revised and reduced by <amount> after a detailed discussion. the price is concluded
based on 24 admissions in school. VENDOR also mentioned he is confident about getting 5 to
6 more admissions.
12. VENDOR has confirmed 15 DayCare kids with an approximate revenue of <amount> per
month, and the purchasing value is inclusive of this charges.

13. VENDOR is having a security deposit of <amount> with the house owner and the same
must be retained by PURCHASER, and the purchasing value is inclusive of this charges.

14. Auditor charges for the name transfer, partnership deed registration, trust formation and
BEO certificate will be handled by VENDOR and the purchasing value is inclusive of this
charges.

15. The VENDOR must give complete knowledge transfer to the PURCHASER.

16. All the above must be completed without fail from 30 days of registration of the company
and <FRANCHISE> name transfer to get the full and final settlement. VENDOR is expected
to extend his fullest cooperation to the PURCHASER to bring her up to the speed.

IN WITNESS, WHEREOF THE ABOVE SAID PARTIES HAVE SIGNED THE DEED
DISSOLUTION OF THE DAY, MONTH AND THE YEAR FIRST ABOVE MENTIONED ON THEIR
OWN FREE WILL AND CONSENT IN THE PRESENCE OF THE WITNESSES.

In the presence of:

Witness-1 (<> <>


VENDOR

Witness-2 <> <>

CONTINUING PARTNERS