MEMORANDUM OF UNDERSTANDING
THIS MEMORANDUM OF UNDERSTANDING ("MoU") is made and
entered into on this 10th day of March 2025 by and between:
1. Mr. Vishal, S/o [Father’s Name], aged about [Age] years, residing at
[Address], hereinafter referred to as "First Party," which expression shall, unless
repugnant to the context, mean and include his legal heirs, representatives,
successors, and assigns.
2. Mr. Mohit, S/o [Father’s Name], aged about [Age] years, residing at
[Address], hereinafter referred to as "Second Party," which expression shall,
unless repugnant to the context, mean and include his legal heirs,
representatives, successors, and assigns.
Both parties are collectively referred to as "Parties" and individually as "Party"
in this MoU.
BACKGROUND
1. The Parties entered into a Partnership Agreement on 01st June 2024
and formed a partnership firm, M/s Sarvada Building Solutions
(hereinafter referred to as "Firm") at BH-208, Second Floor, 81, High
Street-Buisness Hub, Sector-81, Faridabad, Haryana, to provide
construction, repair, and maintenance services to commercial and
residential buildings.
2. Both Parties agreed to invest equally in the Firm and share the profits &
losses equally.
3. The Second Party, Mr. Mohit, has made the following investments in the
Firm:
o Rs. 8,92,200/- from his Current Account.
o Rs. 4,00,000/- from his Savings Account.
o Rs. 80,000/- in Cash.
4. Over the course of their partnership, the Firm has established a steady
clientele and gained a reputation in the industry. The Firm has undertaken
multiple construction and maintenance projects, which have contributed
significantly to its revenue.
5. The Parties have mutually agreed that the Second Party, Mr. Mohit, shall
retire from the Firm, and the First Party, Mr. Vishal, shall continue the
business with the new partner Mr. Shiv Singh of the Firm as the
Admission and Retirement Agreement dated 10th March 2025.
6. The Firm shall continue all pending contracts and business obligations,
ensuring no disruption to its existing operations.
TERMS & CONDITIONS
1. Retirement of Second Party
The Second Party, Mr. Mohit, agrees to retire from the Firm with effect
from 10th March 2025.
The First Party, Mr. Vishal & Mr. Shiv Singh, as partners shall continue
the Firm under the same name, "Sarvada Building Solutions".
The Second Party shall hand over all records, client details, and financial
documentation to ensure a smooth transition.
2. Settlement of Accounts
The First Party agrees to pay the total investment made by the Second
Party in the Firm, amounting to Rs. 13,72,200/- (Rupees Thirteen Lakhs
Seventy-Two Thousand Two Hundred only).
The First Party further agrees to pay the Second Party his share of profit
amounting to Rs. 10,80,000/- (Rupees Ten Lakhs Eighty Thousand
only).
The First Party shall also pay the Second Party an agreed Royalty of Rs.
10,00,000/- (Rupees Ten Lakhs only) as a goodwill amount.
The Parties agree that no further financial obligations shall remain
between them post the full and final settlement.
3. Mode of Payment
The First Party shall make the total payment of Rs. 34,52,200/- (Rupees
Thirty-Four Lakhs Fifty-Two Thousand Two Hundred only) to the
Second Party as follows:
o Rs. 8,92,200/- via bank transfer from the Second Party’s Current
Account.
o Rs. 4,00,000/- via bank transfer from the Second Party’s Savings
Account.
o Rs. 80,000/- in cash.
o Rs. 20,80,000/- (Profit + Royalty) in an agreed
installment/payment schedule as mutually decided by both Parties.
o Any delay in payment beyond the agreed schedule shall attract an
interest rate of 12% per annum until full payment is made.
4. Release of Claims
Upon receipt of the full and final settlement, the Second Party shall have
no further claims, rights, or interests in the Firm.
The Second Party shall execute any required documents to effectuate his
retirement and release any rights in the Firm.
The Second Party shall not be held responsible for any liabilities, debts,
or claims arising after his retirement.
5. Liabilities and Indemnification
The First Party shall assume all assets, liabilities, and obligations of the
Firm post the Second Party’s retirement.
The Second Party shall not be held liable for any future debts, losses, or
obligations incurred by the Firm.
The First Party agrees to indemnify and hold harmless the Second Party
from any future legal or financial liabilities.
6. Confidentiality & Non-Compete Clause
The Second Party agrees not to use any confidential information of the
Firm for personal gain or disclose it to any third party.
The Second Party shall not engage in any competing business for a period
of 2 years within a radius of 50 km from the current operational area of
the Firm.
Violation of the non-compete clause shall entitle the First Party to seek
legal remedies, including monetary compensation.
7. Dispute Resolution
In the event of any disputes arising out of this MoU, the Parties shall
attempt to resolve them amicably through mutual discussions.
If the dispute remains unresolved, it shall be referred to arbitration under
the provisions of the Arbitration and Conciliation Act, 1996, and the
venue of arbitration shall be [Faridabad, Haryana].
Each Party shall bear their own legal costs unless otherwise decided by
the arbitrator.
8. Governing Law
This MoU shall be governed and construed in accordance with the laws
of India, and any legal proceedings shall be subject to the jurisdiction of
the courts in [Faridabad, Haryana].
Any changes in legislation that impact the terms of this MoU shall be
incorporated by mutual consent.
9. Entire Agreement & Amendments
This MoU constitutes the entire understanding between the Parties and
supersedes all previous agreements or understandings.
Any amendments to this MoU shall be made in writing and signed by
both Parties.
EXECUTION
IN WITNESS WHEREOF, the Parties have executed this Memorandum of
Understanding on the date first mentioned above.
Second Partyy (Mr. Mohit)
Signature: ____________
Name: _______________
Date: _______________
Second Partyy(Mr. Vishal)
Signature: ____________
Name: _______________
Date: _______________
Witnesses
1. Name: _______________
Signature: ____________
2. Name: _______________
Signature: ____________
