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TNPF - The Stock Exchange of Thailand

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Compensation<br />

for the transfer <strong>of</strong><br />

ownership<br />

<strong>The</strong> Sellers<br />

representations<br />

and warranties<br />

Not exceeding Baht 553,710,000 (five hundred and fifty-three million<br />

seven hundred and ten thousand baht), to be paid in full by the<br />

Purchaser on the day <strong>of</strong> registering the transfer <strong>of</strong> ownership <strong>of</strong> the<br />

property to purchase and sell with the competent <strong>of</strong>ficial at the Land<br />

Office, Bangkok (the Funds First Day <strong>of</strong> Investment)<br />

On the day <strong>of</strong> this agreement and the Funds First Day <strong>of</strong> Investment,<br />

the Seller represents and warrants that:<br />

1. <strong>The</strong> Seller holds a license, has been granted permission, or is<br />

deemed to have been fully licensed by competent authorities for<br />

the operation <strong>of</strong> the real property development business related<br />

to the Initial Investment Property, including for the construction,<br />

opening, and operation <strong>of</strong> the real property development<br />

business, and such license and/or permission related to the<br />

Initial Investment Property remains fully effective as <strong>of</strong> the date <strong>of</strong><br />

the agreement<br />

<strong>The</strong> Seller has never violated any condition <strong>of</strong> the license or<br />

permission related to the Initial Investment Property<br />

<strong>The</strong> Seller has never committed any act which may cause the<br />

license and/or permission related to the Initial Investment<br />

Property to be suspended, cancelled, or revoked<br />

2. On the Funds First Day <strong>of</strong> Investment, the Seller holds the<br />

ownership <strong>of</strong> the Initial Investment Property, and such Property is<br />

free <strong>of</strong> any encumbrance<br />

<strong>The</strong> Sellers<br />

responsibilities<br />

regarding the<br />

exercise <strong>of</strong> the<br />

rights pursuant to<br />

the agreement<br />

permitting the<br />

use <strong>of</strong> streets<br />

and walkways<br />

<strong>The</strong> Seller agrees with the Fund that throughout the Funds<br />

ownership <strong>of</strong> the land <strong>of</strong> the Glow Trinity Silom Building, should the<br />

Trinity Complex Condominium Juristic Person be in breach <strong>of</strong> the<br />

agreement permitting the use <strong>of</strong> streets and walkways, or when such<br />

agreement is terminated for any reason, the Fund shall demand that<br />

the Seller modify Glow Trinity Silom Building at its own expense by,<br />

for instance, installing car lifts for transporting incoming and outgoing<br />

vehicles to and from Glow Trinity Silom Buildings underground car<br />

parks, or constructing an entrance and an exit for customers and<br />

vehicles, etc., in order to provide Glow Trinity Silom guests, retail<br />

store customers, and visitors to Glow Trinity Silom Building with<br />

access to Soi Naradhiwas Rajanagarindra 3<br />

In addition, throughout the entire period in which Trinity at Silom Co.,<br />

Ltd. remains a party to the lease agreement for the land <strong>of</strong> Glow<br />

Trinity Silom Building and furniture, fixtures, and equipment made<br />

Information Memorandum <strong>of</strong> Trinity Property Fund 12

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