AGREEMENT



This Agreement ( or MOU ) made at VADODARA, on                                        day of February,2012

Between PSSG VENTURE LLP (hereinafter referred to as party of FIRST PART) a registered

Limited Liability Partnership (LLP) under the Limited Liability Partnership Act, 2008 and

Represented by its partner MR.PANKIL SHAILESH SHAH resident of Vadodara and MR.XYZ

(hereinafter referred to as party of SECOND PART ) which expression shall unless repugnant

to the context, include their respective heirs, legal representatives and assigns.



WHEREAS the party of the FIRST PART is involved in a business of networking website that

Provide one stop platform for all networking needs on the web in India. AND WHEREAS the

Said party of the FIRST PART is willing to admit financial promoters to join in the existing

Business of LLP for funding the financial needs of the LLP and the said financial promoter(s)

Is willing to provide finance by joining as a partner in the business of LLP and bringing the

Funds individually on mutually agreed terms.

NOW it is hereby agreed by and between the parties aforementioned as follow:

1 The LLP shall forthwith declare to admit the party of the SECOND PART in the

   existing business with the mutual consent of existing partners on bringing the funds

   in the LLP and contribution towards capital of the LLP. The share of the party of the

   second part in the capital of LLP will be represented by their profit/loss sharing ratio

   as mutually agreed and disclosed in the supplementary deed duly executed or

  executable from time-to-time

2. the LLP shall separately establish a fund to be titled as ‘BUSINESS FUND’ which

  Reflects contribution from various financial promoters brought by them in the LLP in

  Terms of this agreement (MOU). The said ‘BUSINESS FUND’ so accumulated shall be
Utilized for carrying out business activities of the existing LLP whether short-term or

  Long –term

3. The party of the SECOND PART to this agreement shall advance to the LLP

  Immediately on singing this agreement (MOU) a sum of Rs.5,00,000/- (Rupees Five

  Lakhs Only ) towards his /her/their contribution to the ‘BUSINESS FUND’ of the

  Existing LLP and a sum Rs.1,000/- (Rupees One Thousand only ) as advance

  Towards his /her/their contribution to capital of the existing LLP till execution of

  Supplementary deed of the LLP

4. It is specifically agreed that unless the parties hereto shall have otherwise accorded

  Their prior consent in writing in that behalf any new admission of the party with the

  Contribution to capital of the existing LLP shall be made in such manner as to ensure

  That the participation by the parties hereto in the total capital of the LLP shall at all

  Times be and remain in the same proportion as that provided hereinbefore so that

  The proportion of original promoters of the LLP i.e; MR PANKIL S. SHAH AND MRS.

  SHRUSHTI P. SHAH (her maiden name SHRUSHTI M. GOSAR) in the total capital of

  The LLP shall always be 90 % and that of subsequent promoters jointly at 10%.AND

  Neither party shall without the written consent of the other increase or reduce

  Directly or indirectly its proportion on the capital of the existing LLP.

5 .No transfer of any share in the capital of LLP shall be allowed save and except to any

  Existing partner or his relative or any of his/her/their legal heirs or to a person approved

  By the existing partners of the LLP. Every partner or other person intends to transfer

  His/her share in the capital of the LLP shall give notice in writing to the LLP of his

  Intention to do so.

6. It is agreed among the parties that the party of the SECOND PART shall become a

  Partner of the existing LLP by bringing his capital contribution in the LLP in the
Mutually agreed ratio and shall also contribute to the ‘BUSINESS FUND’ of the LLP.

7. It is further agreed between the parties that the party of the SECOND PART shall be

  Entitled to compensation at a fixed percentage on his contribution to ‘BUSINESS

  FUND’ of the LLP till the time his contribution remain in the LLP. The fixed

  Percentage of compensation are as under:



               Year of Contribution                               Compensation % per annum

First and second year                                                            7.0%
From Third year                                                                  7.5%


8. This agreement (or MOU) is exclusive to the parties hereto and neither of them shall

  Assign or attempt to assign its rights and benefits there under, except as otherwise

  Agreed to herein

9. It is also further agreed that the party of the SECOND PART is also entitled to share

  Profit/losses of the LLP as per terms mutually agreed and forming part of the

  Supplementary deed entered/to be with the party of the SECOND PART,

  Over and above the compensation as fixed percentage so agreed at point no. 7

  Above

10. The parties hereto further agree that they shall modify the terms and condition of

   This agreement (or MOU) in case it is necessary to meet the requirements, if any, of

   Any general instructions or notification issued by the central Government or many

   Applicable Act thereof.

11. Neither party to this agreement (or MOU) shall be considered responsible for any

   Breach of failure of this agreement or any terms hereof arising from the imposition

   Restriction on onerous regulations by any Government, Governmental Agency or local

  Authority or by acts of civil or military authority or other cause beyond their control.
In witness whereof the parties hereto have set their hands on this day month and year

     First above written, in the presence of---



 SIGNED BY MR. PANKIL S. SHAH

 AND MRS. SHRUSHTI P.SHAH for

 And on behalf of m/s PSSG VENTURE

LLP



SINGED BY
Being the party of SECOND PART



WITNESSES:

1.



2.

Agreement

  • 1.
    AGREEMENT This Agreement (or MOU ) made at VADODARA, on day of February,2012 Between PSSG VENTURE LLP (hereinafter referred to as party of FIRST PART) a registered Limited Liability Partnership (LLP) under the Limited Liability Partnership Act, 2008 and Represented by its partner MR.PANKIL SHAILESH SHAH resident of Vadodara and MR.XYZ (hereinafter referred to as party of SECOND PART ) which expression shall unless repugnant to the context, include their respective heirs, legal representatives and assigns. WHEREAS the party of the FIRST PART is involved in a business of networking website that Provide one stop platform for all networking needs on the web in India. AND WHEREAS the Said party of the FIRST PART is willing to admit financial promoters to join in the existing Business of LLP for funding the financial needs of the LLP and the said financial promoter(s) Is willing to provide finance by joining as a partner in the business of LLP and bringing the Funds individually on mutually agreed terms. NOW it is hereby agreed by and between the parties aforementioned as follow: 1 The LLP shall forthwith declare to admit the party of the SECOND PART in the existing business with the mutual consent of existing partners on bringing the funds in the LLP and contribution towards capital of the LLP. The share of the party of the second part in the capital of LLP will be represented by their profit/loss sharing ratio as mutually agreed and disclosed in the supplementary deed duly executed or executable from time-to-time 2. the LLP shall separately establish a fund to be titled as ‘BUSINESS FUND’ which Reflects contribution from various financial promoters brought by them in the LLP in Terms of this agreement (MOU). The said ‘BUSINESS FUND’ so accumulated shall be
  • 2.
    Utilized for carryingout business activities of the existing LLP whether short-term or Long –term 3. The party of the SECOND PART to this agreement shall advance to the LLP Immediately on singing this agreement (MOU) a sum of Rs.5,00,000/- (Rupees Five Lakhs Only ) towards his /her/their contribution to the ‘BUSINESS FUND’ of the Existing LLP and a sum Rs.1,000/- (Rupees One Thousand only ) as advance Towards his /her/their contribution to capital of the existing LLP till execution of Supplementary deed of the LLP 4. It is specifically agreed that unless the parties hereto shall have otherwise accorded Their prior consent in writing in that behalf any new admission of the party with the Contribution to capital of the existing LLP shall be made in such manner as to ensure That the participation by the parties hereto in the total capital of the LLP shall at all Times be and remain in the same proportion as that provided hereinbefore so that The proportion of original promoters of the LLP i.e; MR PANKIL S. SHAH AND MRS. SHRUSHTI P. SHAH (her maiden name SHRUSHTI M. GOSAR) in the total capital of The LLP shall always be 90 % and that of subsequent promoters jointly at 10%.AND Neither party shall without the written consent of the other increase or reduce Directly or indirectly its proportion on the capital of the existing LLP. 5 .No transfer of any share in the capital of LLP shall be allowed save and except to any Existing partner or his relative or any of his/her/their legal heirs or to a person approved By the existing partners of the LLP. Every partner or other person intends to transfer His/her share in the capital of the LLP shall give notice in writing to the LLP of his Intention to do so. 6. It is agreed among the parties that the party of the SECOND PART shall become a Partner of the existing LLP by bringing his capital contribution in the LLP in the
  • 3.
    Mutually agreed ratioand shall also contribute to the ‘BUSINESS FUND’ of the LLP. 7. It is further agreed between the parties that the party of the SECOND PART shall be Entitled to compensation at a fixed percentage on his contribution to ‘BUSINESS FUND’ of the LLP till the time his contribution remain in the LLP. The fixed Percentage of compensation are as under: Year of Contribution Compensation % per annum First and second year 7.0% From Third year 7.5% 8. This agreement (or MOU) is exclusive to the parties hereto and neither of them shall Assign or attempt to assign its rights and benefits there under, except as otherwise Agreed to herein 9. It is also further agreed that the party of the SECOND PART is also entitled to share Profit/losses of the LLP as per terms mutually agreed and forming part of the Supplementary deed entered/to be with the party of the SECOND PART, Over and above the compensation as fixed percentage so agreed at point no. 7 Above 10. The parties hereto further agree that they shall modify the terms and condition of This agreement (or MOU) in case it is necessary to meet the requirements, if any, of Any general instructions or notification issued by the central Government or many Applicable Act thereof. 11. Neither party to this agreement (or MOU) shall be considered responsible for any Breach of failure of this agreement or any terms hereof arising from the imposition Restriction on onerous regulations by any Government, Governmental Agency or local Authority or by acts of civil or military authority or other cause beyond their control.
  • 4.
    In witness whereofthe parties hereto have set their hands on this day month and year First above written, in the presence of--- SIGNED BY MR. PANKIL S. SHAH AND MRS. SHRUSHTI P.SHAH for And on behalf of m/s PSSG VENTURE LLP SINGED BY Being the party of SECOND PART WITNESSES: 1. 2.