Common use of Purchase Price and Payment Clause in Contracts

Purchase Price and Payment. The purchase price reflected in clause 3 of the Schedule is payable as follows: 5.1 The deposit is payable in cash or bank guaranteed cheque or via electronic transfer against signature hereof by the Seller. 5.2 The payment referred to in clause 5.1 above shall be paid to the Seller's Conveyancers and shall be held in trust by the Seller's Conveyancers and shall be paid to the Seller against transfer unless otherwise provided for herein. The said deposit shall be invested in a trust interest bearing account, which interest shall accrue to the Purchaser until registration of transfer. The Purchaser’s signature hereto constitutes the Purchaser’s written consent in terms of Section 78 (2A) of the Attorneys Act No. 53 of 1979, authorizing the Seller’s Conveyancers to invest all amounts paid on account of the purchase price in an interest bearing account. The Purchaser hereby irrevocably authorizes the Seller’s Conveyancers to appropriate the interest accrued on monies so invested in reduction of all amounts as may be owing by the Purchaser in terms of this Agreement. 5.3 In respect of the balance of the Purchase Price, the Purchaser shall: 5.3.1 In the event of the Purchaser not requiring a Mortgage Loan, furnish the Seller’s Conveyancers with either: 5.3.1.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable to the Seller’s Conveyancers; or 5.3.1.2 a cash payment into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.3.2 In the event of the Purchaser requiring a Mortgage Loan in respect of any balance outstanding on the purchase price after having deducted the deposit and the amount of the Mortgage Loan from the purchase price, furnish the Seller’s Conveyancers with either: 5.3.2.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable to the Seller’s Conveyancers; or 5.3.2.2 a cash payment into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.4 The guarantees referred to in this clause shall be issued by a registered South African Commercial Bank or other financial institution approved by the Seller in its absolute discretion for the balance of the purchase price. Withdrawal by a guarantor as aforesaid, for any reason whatsoever, shall constitute a breach by the Purchaser of his obligations to deliver a guarantee in terms of this clause and in respect of which breach the Seller shall not be required to give notice in terms of clause 22 below. The remedies provided for in clause 22 below shall be applicable if the Purchaser fails to effect payment of the purchase price against a tender of registration of transfer of the Unit and registration of cession of the Exclusive Use Area rights, if applicable, in his name the Seller shall be entitled to either terminate this Agreement or to require the Purchaser to fulfill his obligations in terms of the Agreement. 5.5 All payments shall be made to the Seller's Conveyancers in Cape Town free of commission, exchange, bank charges or set off. 5.6 All payments shall be made to the Seller's Conveyancers and may be directly deposited into their Trust Account as follows: ▇▇▇▇▇ Tabata ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ABSA Bank, Account No. ▇▇▇ ▇▇▇ ▇▇▇▇, Branch Code: 632005, Deposit Reference: Unit Number and Surname. In the event of such a direct deposit, confirmation thereof must be faxed to their offices (021 914 1080, attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇). In the event of the Purchaser failing to notify the Seller's Conveyancers of any deposit made and to supply documentation necessary for FICA (Financial Intelligence Act 38 of 2001 or Prevention of Organised Crime Act 21 of 1998), the Seller's Conveyancers shall not be liable to account for any loss in interest. 5.7 In the event of the rate at which VAT is chargeable being amended after the date of signature hereof by the Purchaser and in circumstances in which the amended rate will apply to this transaction, then the purchase price shall be adjusted accordingly, the intention being that the Seller shall receive and retain the same amount after payment of VAT regardless of the rate at which VAT is payable.

Purchase Price and Payment. 3.1 The purchase price reflected in clause 3 Purchaser shall pay the Seller’s Conveyancer the deposit (10% of the Schedule is payable as follows: 5.1 The deposit is payable in cash or bank guaranteed cheque or via electronic transfer against Purchase Price) for the Property within 7 (seven) days of signature hereof of this Agreement by the Seller. 5.2 The payment referred to in clause 5.1 above shall be paid to the Seller's Conveyancers and Purchaser, which deposit shall be held in trust by the Seller's Conveyancers ’s attorneys and shall be paid to the Seller against transfer unless otherwise provided for herein. The said deposit shall be invested in a trust an interest bearing account, which account in accordance with the provisions of Section 26 of the Alienation of Land Act No 68 of 1981 (as amended) with interest shall to accrue to the Purchaser until registration of transferPurchaser. The Purchaserprovisions of this clause 3.1 shall constitute authority to the Seller’s signature hereto constitutes the Purchaser’s written consent Conveyancer, in terms of Section 78 (2A86(4) of the Attorneys Act Legal Practice Act, 2014(Act No. 53 28 of 19792014), authorizing the Seller’s Conveyancers to invest all amounts paid on account the deposit for the benefit of the purchase price in an interest bearing account. Purchaser pending registration of transfer. 3.2 The Purchaser hereby irrevocably authorizes the Seller’s Conveyancers Seller will not be bound to appropriate the interest accrued on monies so invested in reduction of all amounts as may be owing by the Purchaser in terms of this AgreementAgreement until such time as the deposit has been paid to the Sellers Conveyancer’s trust account referred to in clause 3.1 above. 5.3 In respect 3.3 Within 21 (twenty one) days after signature of the balance of the Purchase Pricethis Agreement, the Purchaser shall: 5.3.1 In shall furnish the event of the Purchaser not requiring a Mortgage Loan, furnish Seller or the Seller’s Conveyancers Conveyancer, with either: 5.3.1.1 an irrevocable guarantee issued by a recognized registered commercial bank for the due payment of the balance of the purchase price of the Property, or in the event of the Purchaser requiring a form acceptable mortgage bond for purposes of purchasing the Property, within 21 (twenty one) days after signature of this Agreement confirmation of securing a mortgage bond. Should the Purchaser fail to comply with this clause 3.3, the contract will be deemed null and void. The Seller may however extend in his sole discretion as per clause 3.10.7 the period to secure the mortgage bond financing before the lapsing of the 21 days in terms of this clause 3.3. 3.4 Or alternatively to the Seller’s Conveyancers; or 5.3.1.2 a cash payment delivery of the guarantee referred to in clause 3.3 above, the Purchaser shall within the same time periods as provided for in the aforesaid clause, pay into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after Conveyancer, the Signature Date or balance of the purchase price of the Property, to be held by such extended period as attorneys in an interest bearing trust account, interest to accrue for the Seller may in its sole discretion allow. 5.3.2 In the event benefit of the Purchaser requiring a Mortgage Loan in respect of any balance outstanding on until the purchase price after having deducted the deposit and the amount date upon which payment of the Mortgage Loan relevant amount falls due to the Seller. The Purchaser hereby irrevocably authorises the attorneys to release from the purchase pricefunds so received, furnish the Seller’s Conveyancers with either:payments due to the Seller in terms of the provisions of this Agreement. 5.3.2.1 an irrevocable guarantee issued 3.5 All amounts payable by a recognized commercial bank the Purchaser in a form acceptable terms of this Agreement shall be paid to the Seller’s Conveyancers; or 5.3.2.2 Conveyancer free of bank charges or commission at Cape Town and without deduction or set off by means of a cash payment into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date bank guaranteed cheque or such extended period as the Seller may in its sole discretion allow. 5.4 The guarantees referred to in this clause shall be issued a cheque drawn by a registered South African Commercial Bank or other financial institution approved by commercial bank. 3.6 The purchase price of the Property shall be paid to the Seller on Transfer Date. 3.7 The purchase price shall be inclusive of value added tax. However, if there is any increase in its absolute discretion for the balance rate of the purchase price. Withdrawal by a guarantor as aforesaidvalue added tax after signature of this agreement which would affect this transaction, for any reason whatsoever, shall constitute a breach by the Purchaser shall be liable for payment of his obligations any such increase and shall pay such amount to deliver a guarantee the Seller's Conveyancer on demand. 3.8 The Purchaser hereby acknowledges that he is aware that the monies payable in terms of this clause and agreement will only be invested in respect of which breach the Seller shall not be required to give notice in terms of clause 22 below. The remedies an interest bearing account (as provided for herein), upon receipt by the Conveyancer of the duly completed and signed Instruction to Invest form (Annexure “E”), accompanied by copies of the relevant documents required. 3.9 Seller’s Conveyancer’s trust account details are recorded in clause 22 below shall be applicable if the Purchaser fails to effect payment of the purchase price against a tender of registration of transfer of the Unit and registration of cession of the Exclusive Use Area rights, if applicable, in his name the Seller shall be entitled to either terminate this Agreement or to require the Purchaser to fulfill his obligations in terms of the Agreement1.25 above. 5.5 All payments shall be made to the Seller's Conveyancers in Cape Town free of commission, exchange, bank charges or set off. 5.6 All payments shall be made to the Seller's Conveyancers and may be directly deposited into their Trust Account as follows: ▇▇▇▇▇ Tabata ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ABSA Bank, Account No. ▇▇▇ ▇▇▇ ▇▇▇▇, Branch Code: 632005, Deposit Reference: Unit Number and Surname. In the event of such a direct deposit, confirmation thereof must be faxed to their offices (021 914 1080, attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇). In the event of the Purchaser failing to notify the Seller's Conveyancers of any deposit made and to supply documentation necessary for FICA (Financial Intelligence Act 38 of 2001 or Prevention of Organised Crime Act 21 of 1998), the Seller's Conveyancers shall not be liable to account for any loss in interest. 5.7 In the event of the rate at which VAT is chargeable being amended after the date of signature hereof by the Purchaser and in circumstances in which the amended rate will apply to this transaction, then the purchase price shall be adjusted accordingly, the intention being that the Seller shall receive and retain the same amount after payment of VAT regardless of the rate at which VAT is payable.

Purchase Price and Payment. The purchase price reflected in clause 3 of the Schedule is payable as follows: 5.1 The deposit is payable in cash or bank guaranteed cheque or via electronic transfer against signature hereof by the Seller. 5.2 The payment referred to in clause 5.1 above shall be paid to the Seller's Conveyancers and shall be held in trust by the Seller's Conveyancers and shall be paid to the Seller against transfer unless otherwise provided for herein. The said deposit shall be invested in a trust interest bearing account, which interest shall accrue to the Purchaser until registration of transfer. The Purchaser’s signature hereto constitutes the Purchaser’s written consent in terms of Section 78 (2A) of the Attorneys Act No. 53 of 1979, authorizing the Seller’s Conveyancers to invest all amounts paid on account of the purchase price in an interest bearing account. The Purchaser hereby irrevocably authorizes the Seller’s Conveyancers to appropriate the interest accrued on monies so invested in reduction of all amounts as may be owing by the Purchaser in terms of this Agreement. 5.3 In respect of the balance of the Purchase Price, the Purchaser shall: 5.3.1 In the event of the Purchaser not requiring a Mortgage Loan, furnish the Seller’s Conveyancers with either: 5.3.1.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable to the Seller’s Conveyancers; or 5.3.1.2 a cash payment into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.3.2 In the event of the Purchaser requiring a Mortgage Loan in respect of any balance outstanding on the purchase price after having deducted the deposit and the amount of the Mortgage Loan from the purchase price, furnish the Seller’s Conveyancers with either: 5.3.2.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable to the Seller’s Conveyancers; or 5.3.2.2 a cash payment into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.4 The guarantees referred to in this clause shall be issued by a registered South African Commercial Bank or other financial institution approved by the Seller in its absolute discretion for the balance of the purchase price. Withdrawal by a guarantor as aforesaid, for any reason whatsoever, shall constitute a breach by the Purchaser of his obligations to deliver a guarantee in terms of this clause and in respect of which breach the Seller shall not be required to give notice in terms of clause 22 below. The remedies provided for in clause 22 below shall be applicable if the Purchaser fails to effect payment of the purchase price against a tender of registration of transfer of the Unit and registration of cession of the Exclusive Use Area rights, if applicable, in his name the Seller shall be entitled to either terminate this Agreement or to require the Purchaser to fulfill his obligations in terms of the Agreement. 5.5 All payments shall be made to the Seller's Conveyancers in Cape Town free of commission, exchange, bank charges or set off. 5.6 All payments shall be made to the Seller's Conveyancers and may be directly deposited into their Trust Account as follows: ▇▇▇▇▇ Tabata ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ABSA Bank, Account No. ▇▇▇ ▇▇▇ ▇▇▇▇, Branch Code: 632005, Deposit Reference: Unit Number and Surname. In the event of such a direct deposit, confirmation thereof must be faxed to their offices (021 914 1080, attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇). In the event of the Purchaser failing to notify the Seller's Conveyancers of any deposit made and to supply documentation necessary for FICA (Financial Intelligence Act 38 of 2001 or Prevention of Organised Crime Act 21 of 1998), the Seller's Conveyancers shall not be liable to account for any loss in interest. 5.7 In the event of the rate at which VAT is chargeable being amended after the date of signature hereof by the Purchaser and in circumstances in which the amended rate will apply to this transaction, then the purchase price shall be adjusted accordingly, the intention being that the Seller shall receive and retain the same amount after payment of VAT regardless of the rate at which VAT is payable.

Purchase Price and Payment. 3.1 The purchase price reflected in clause 3 of Purchase Price shall be payable to the Schedule is payable Seller’s Conveyancers as follows: 5.1 3.1.1 The deposit is payable in cash or bank guaranteed cheque or via electronic transfer against signature hereof by the Seller. 5.2 The payment Deposit referred to in clause 5.1 above 7 of the Schedule of Particulars shall be paid to the Seller's Conveyancers and shall be held in trust by the Seller's Conveyancers and shall be paid to the Seller against transfer unless otherwise provided for herein. The said deposit shall be invested in a trust interest bearing account, which interest shall accrue to the Purchaser until registration payable on date of transfer. The Purchaser’s signature hereto constitutes the Purchaser’s written consent in terms of Section 78 (2A) of the Attorneys Act No. 53 of 1979, authorizing the Seller’s Conveyancers to invest all amounts paid on account of the purchase price in an interest bearing account. The Purchaser hereby irrevocably authorizes the Seller’s Conveyancers to appropriate the interest accrued on monies so invested in reduction of all amounts as may be owing by the Purchaser in terms of this Agreementsignature. 5.3 In respect of the 3.1.2 The balance of the Purchase Price, Price shall be payable against Registration of Transfer of the Purchaser shall: 5.3.1 In Unit into the event name of the Purchaser not requiring a Mortgage Loanand shall be secured on or before the Guarantee Due Date, furnish the Seller’s Conveyancers with either: 5.3.1.1 an irrevocable guarantee issued 3.1.2.1 by a recognized commercial bank payment in a form acceptable Cash to the Seller’s Conveyancers; or 5.3.1.2 3.1.2.2 by a cash payment into bank Guarantee(s) approved by the trust account Seller, drawn in favour of the Seller’s ConveyancersSeller or its nominee and expressed to be payable at JOHANNESBURG free of exchange against transfer. within 14 (fourteenSuch Guarantee(s) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.3.2 In the event of the Purchaser requiring a Mortgage Loan in respect of any balance outstanding on the purchase price after having deducted the deposit and the amount of the Mortgage Loan from the purchase price, furnish shall be delivered to the Seller’s Conveyancers with either:on or before the Guarantee Due Date. 5.3.2.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable 3.2 Any amounts paid to the Seller’s Conveyancers; or 5.3.2.2 a cash payment into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.4 The guarantees referred to in this clause shall be issued by a registered South African Commercial Bank or other financial institution approved by the Seller in its absolute discretion for the balance of the purchase price. Withdrawal by a guarantor as aforesaid, for any reason whatsoever, shall constitute a breach by the Purchaser of his obligations to deliver a guarantee Conveyancers in terms of this clause 3.1.1 or 3.1.2 shall be held in trust and invested in respect an interest-bearing account under the provisions of which breach Section 86(4) of the Seller shall not be required Legal Practice Act, 28 of 2014 (the “LPA”); the interest earned thereon (less 5% (FIVE PERCENT) thereof due to give notice the Legal Practice Council in terms of clause 22 below. The remedies provided for in clause 22 below Section 86(5)(b) of the LPA) shall be applicable if paid to the Purchaser fails to effect payment of (less an administration charge for the purchase price investment), against a tender of registration of transfer of the Unit into the name of the Purchaser and the Purchaser accordingly consents thereto. The Seller’s Conveyancers shall invest the money upon receipt of the Purchaser’s written authority and provision of FICA documentation as requested and hereby irrevocably authorises the Seller’s Conveyancers on registration of cession of transfer to pay the Exclusive Use Area rights, if applicable, in his name capital to the Seller shall be entitled and the interest to either terminate this Agreement or the Purchaser. 3.3 The Purchase Price is inclusive of Value Added Tax. 3.4 The Purchaser warrants that all outstanding tax returns have been submitted to require the Receiver and all outstanding tax amounts have been paid to the Receiver, to enable the Purchaser to fulfill his obligations take transfer of the Unit, failing which the Seller reserves its rights in terms of the Clause 12 of this Agreement. 5.5 All payments shall be made to the Seller's Conveyancers in Cape Town free of commission, exchange, bank charges or set off. 5.6 All payments shall be made to the Seller's Conveyancers and may be directly deposited into their Trust Account as follows: ▇▇▇▇▇ Tabata ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ABSA Bank, Account No. ▇▇▇ ▇▇▇ ▇▇▇▇, Branch Code: 632005, Deposit Reference: Unit Number and Surname. In the event of such a direct deposit, confirmation thereof must be faxed to their offices (021 914 1080, attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇). In the event of the Purchaser failing to notify the Seller's Conveyancers of any deposit made and to supply documentation necessary for FICA (Financial Intelligence Act 38 of 2001 or Prevention of Organised Crime Act 21 of 1998), the Seller's Conveyancers shall not be liable to account for any loss in interest. 5.7 In the event of the rate at which VAT is chargeable being amended after the date of signature hereof by the Purchaser and in circumstances in which the amended rate will apply to this transaction, then the purchase price shall be adjusted accordingly, the intention being that the Seller shall receive and retain the same amount after payment of VAT regardless of the rate at which VAT is payable.

Purchase Price and Payment. 3.1 The purchase price reflected in clause 3 shall be paid on registration of the Schedule is payable transfer and shall be secured as follows: 5.1 The 3.1.1 the deposit is payable in cash or bank guaranteed cheque or via electronic transfer against signature hereof by (as stipulated at B(ii) of the Seller. 5.2 The payment referred to in clause 5.1 above Schedule) shall be paid within 5 (FIVE) days of signature, to the Seller's Conveyancers and shall ’s Conveyancer to be held in trust and invested by the Seller's Conveyancers and ’s Conveyancer in an interest bearing account in the name of the Purchaser. Interest on the deposit shall accrue for the benefit of the Purchaser. On date of transfer the deposit shall be paid to the Seller against transfer unless otherwise provided for herein. The said deposit shall be invested in a trust and the accrued interest bearing account, which interest shall accrue to the Purchaser until registration (read with the provisions as stipulated in clause 27); 3.1.2 the balance of transfer. The Purchaserthe purchase price (as stipulated at B (iii) of the Schedule) shall be paid within 5 (FIVE) days after the suspensive condition has been fulfilled to the Seller’s signature hereto constitutes Conveyancers in trust and invested by the PurchaserSeller’s written consent Conveyancers in terms an interest bearing account in the name of the Purchaser in accordance with the provisions of Section 78 (2A) of the Attorneys Act NoAct. 53 Interest on the deposit shall accrue for the benefit of 1979the Purchaser. On date of transfer the said amount shall be paid to the Seller and the accrued interest to the Purchaser; 3.1.3 the remaining balance of the purchase price (as stipulated at B(iv) and/or at B(vi) of the Schedule) to be secured by cash or by unconditional guarantees acceptable to the Seller from a registered financial institution drawn in favour of the Seller or its nominee and expressed to be payable against transfer. Such cash or guarantees shall be furnished to the Seller's Conveyancer on or before the guarantee due date; 3.1.4 if the purchase price is payable in cash such payment is payable as stipulated B(vi) of the Schedule and to be invested by the attorney in an interest bearing account in the name of the Purchaser in accordance with the provisions of Section 78 (2A) of the Attorneys Act. Interest on the purchase price shall accrue for the benefit of the Purchaser. On date of transfer the purchase price shall be paid to the Seller and the accrued interest to the Purchaser. 3.1.5 the Reservation Fee (as stipulated at B(vii) of the Schedule) shall be paid within 5 (FIVE) days of signature, authorizing to the Seller’s Conveyancers to invest all amounts paid on account of be held in trust and invested by the purchase price Seller’s Conveyancers in an interest bearing accountaccount in the name of the Purchaser. The Purchaser hereby irrevocably authorizes Interest on the Reservation Fee shall accrue for the benefit of the Purchaser. On the date on which the Seller’s Conveyancers has received proof that the Purchaser’s mortgage bond application recorded in clause 14 has been approved the Reservation Fee shall be paid to appropriate the Agent and the accrued interest accrued on monies so invested to the Purchaser(read with the provisions as stipulated in reduction clause 18 and 27); 3.2 The Seller shall be entitled, in its sole and absolute discretion, to allocate any amounts received from or for the account of all amounts as may be the Purchaser to the payment of any debt or amount owing by the Purchaser to the Seller in terms hereof. If the Seller fails to make any such allocation all amounts paid shall be deemed to have been allocated firstly to the payment of interest, secondly to the payment of amounts other than the purchase price due in terms hereof and finally to payment of the purchase price. 3.3 The purchase price shall be inclusive of value added tax. However, if there is any increase in the rate of value added tax after signature of this Agreement. 5.3 In respect of the balance of the Purchase Priceagreement which would affect this transaction, the Purchaser shall:shall be liable for payment of any such increase and shall pay such amount to the Seller's Conveyancer on demand. 5.3.1 In the event of 3.4 It is hereby recorded that should the Purchaser not requiring a Mortgage Loanprior to signature of this Agreement by all parties, furnish the Seller’s Conveyancers with either: 5.3.1.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable effect payment of any amount to the Seller’s Conveyancers; or 5.3.1.2 a cash payment into the trust , same will only be invested in an interest bearing account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.3.2 In the event of the Purchaser requiring a Mortgage Loan in respect of any balance outstanding on the purchase price after having deducted the deposit and the amount of the Mortgage Loan from the purchase priceprovided for above, furnish upon receipt by the Seller’s Conveyancers with either: 5.3.2.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable to the Seller’s Conveyancers; or 5.3.2.2 a cash payment into the trust account of the Seller’s Conveyancers. within 14 duly completed and signed Instruction to Invest form (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.4 The guarantees referred to in this clause shall be issued Annexure “F”), accompanied by a registered South African Commercial Bank or other financial institution approved by the Seller in its absolute discretion for the balance copies of the purchase price. Withdrawal by a guarantor as aforesaid, for any reason whatsoever, shall constitute a breach by the Purchaser of his obligations to deliver a guarantee in terms of this clause and in respect of which breach the Seller shall not be required to give notice in terms of clause 22 below. The remedies provided for in clause 22 below shall be applicable if the Purchaser fails to effect payment of the purchase price against a tender of registration of transfer of the Unit and registration of cession of the Exclusive Use Area rights, if applicable, in his name the Seller shall be entitled to either terminate this Agreement or to require the Purchaser to fulfill his obligations in terms of the Agreementrelevant documents required. 5.5 All payments shall be made to the Seller's Conveyancers in Cape Town free of commission, exchange, bank charges or set off. 5.6 All payments shall be made to the Seller's Conveyancers and may be directly deposited into their Trust Account as follows: ▇▇▇▇▇ Tabata ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ABSA Bank, Account No. ▇▇▇ ▇▇▇ ▇▇▇▇, Branch Code: 632005, Deposit Reference: Unit Number and Surname. In the event of such a direct deposit, confirmation thereof must be faxed to their offices (021 914 1080, attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇). In the event of the Purchaser failing to notify the Seller's Conveyancers of any deposit made and to supply documentation necessary for FICA (Financial Intelligence Act 38 of 2001 or Prevention of Organised Crime Act 21 of 1998), the Seller's Conveyancers shall not be liable to account for any loss in interest. 5.7 In the event of the rate at which VAT is chargeable being amended after the date of signature hereof by the Purchaser and in circumstances in which the amended rate will apply to this transaction, then the purchase price shall be adjusted accordingly, the intention being that the Seller shall receive and retain the same amount after payment of VAT regardless of the rate at which VAT is payable.

Purchase Price and Payment. The purchase price reflected in clause 3 of Purchase Price for the Schedule is property shall be N$ ( NAMIBIA DOLLARS) (excluding Value Added Tax), payable as follows: 5.1 The deposit is payable in cash or bank guaranteed cheque or via electronic transfer against signature hereof by the Seller. 5.2 The payment referred to in clause 5.1 above 3.1 A minimum reservation fee of N$50,000.00 (Fifty Thousand Namibia Dollars) shall be paid to the Seller's Conveyancers and shall be held in trust by the Seller's Conveyancers and shall be paid to the Seller against transfer unless otherwise provided for herein. The said deposit shall be invested in a trust interest bearing account, which interest shall accrue to the Purchaser until registration of transfer. The Purchaser’s signature hereto constitutes the Purchaser’s written consent in terms of Section 78 (2A) of the Attorneys Act No. 53 of 1979, authorizing the Seller’s Conveyancers to invest all amounts paid on account of the purchase price in an interest bearing account. The Purchaser hereby irrevocably authorizes the Seller’s Conveyancers to appropriate the interest accrued on monies so invested in reduction of all amounts as may be owing by the Purchaser in terms of this Agreement. 5.3 In respect of the balance of the Purchase Price, the Purchaser shall: 5.3.1 In the event of the Purchaser not requiring a Mortgage Loan, furnish the Seller’s Conveyancers with either: 5.3.1.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable to the Seller’s Conveyancers; or 5.3.1.2 a cash payment into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.3.2 In the event of the Purchaser requiring a Mortgage Loan in respect of any balance outstanding on the purchase price after having deducted the deposit and the amount of the Mortgage Loan from the purchase price, furnish the Seller’s Conveyancers with either: 5.3.2.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable to the Seller’s Conveyancers; or 5.3.2.2 a cash payment into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.4 The guarantees referred to in this clause shall be issued by a registered South African Commercial Bank or other financial institution approved by the Seller in its absolute discretion for the balance of the purchase price. Withdrawal by a guarantor as aforesaid, for any reason whatsoever, shall constitute a breach by the Purchaser of his obligations to deliver a guarantee in terms of this clause and in respect of which breach the Seller shall not be required to give notice in terms of clause 22 below. The remedies provided for in clause 22 below shall be applicable if the Purchaser fails to effect payment of the purchase price against a tender of registration of transfer of the Unit and registration of cession of the Exclusive Use Area rights, if applicable, in his name the Seller shall be entitled to either terminate this Agreement or to require the Purchaser to fulfill his obligations in terms of the Agreement. 5.5 All payments shall be made to the Seller's Conveyancers in Cape Town free of commission, exchange, bank charges or set off. 5.6 All payments shall be made to the Seller's Conveyancers and may be directly deposited into their Trust Account as follows: of ▇▇▇▇▇ Tabata ▇▇, Quarmby & ▇▇▇▇▇▇▇ ▇▇▇▇▇within 7 (seven) days from date hereof, ABSA Bank, failing which this presales agreement will lapse automatically. The particulars of the Trust Account Nobeing as follows: 1. FIRST NATIONAL BANK WINDHOEK BUSINESS BRANCH ACCOUNT NUMBER: 555 0203 9338 BRANCH CODE: 281872 or 2. NEDBANK NAMIBIA MAERUA MALL BRANCH ACCOUNT NUMBER: 1199 0023 516 BRANCH CODE: 461-041 or 3. STANDARD BANK NAMIBIA WINDHOEK BRANCH ACCOUNT NUMBER: ▇▇▇ ▇▇▇ ▇▇▇ 95 BRANCH CODE: 082-372 3.2 The balance Purchase Price shall be payable on the date of registration. The Purchaser shall be obliged to secure the purchase price either in cash or by furnishing acceptable bank guarantees to the Seller or the Seller's Conveyancers within 45 (Forty Five) calendar days from date of Deed of Sale. 3.3 The reservation fee shall form part of the purchase price. It is specifically agreed that the reservation fee will only be deposited into an interest bearing account from N$50,000.00 or more, it is agreed that such reservation fee be deposited into an interest bearing account for interest earned for the Purchaser and the parties authorize and instruct ▇▇▇▇▇▇, Branch Code: 632005, Deposit Reference: Unit Number and Surname. In the event of such a direct deposit, confirmation thereof must be faxed to their offices (021 914 1080, attention: Quarmby & ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇). In to invest the reservation fee in an interest bearing account according to Section 26(3) of the Legal Practitioners Act. 3.4 The reservation fee will be refunded to the Purchaser in the event of the Purchaser suspensive conditions not being fulfilled timeously, the Developer failing to notify provide the services timeously or should the Purchaser fail to provide guarantees for the balance Purchase Price, as more fully set out in sub clauses 14.2 and 14.3 hereof. 3.5 The reservation fee shall be non-refundable and be forfeited in favour of the Developer if the Developer finishes the services timoeously and to Seller or the Purchaser is Breach of the conditions of this agreement and the sales agreement which results in the cancellation of the agreement by the Seller's Conveyancers of any deposit made and to supply documentation necessary for FICA (Financial Intelligence Act 38 of 2001 or Prevention of Organised Crime Act 21 of 1998), the Seller's Conveyancers shall not be liable to account for any loss in interest. 5.7 In the event of the rate at which VAT is chargeable being amended after the date of signature hereof by the Purchaser and in circumstances in which the amended rate will apply to this transaction, then the purchase price shall be adjusted accordingly, the intention being that the Seller shall receive and retain the same amount after payment of VAT regardless of the rate at which VAT is payable.

Purchase Price and Payment. The purchase price reflected in clause 3 of the Schedule is payable as follows: 5.1 6.1 The deposit is payable in cash or bank guaranteed cheque or via electronic transfer against within 7 days of signature hereof by the Seller. 5.2 6.2 The payment referred to in clause 5.1 6.1 above shall be paid to the Seller's Conveyancers and shall be held in trust by the Seller's Conveyancers and shall be paid to the Seller against transfer unless otherwise provided for herein. The said deposit shall be invested in a trust interest bearing account, which interest shall accrue to the Purchaser until registration of transfer. The Purchaser’s signature hereto constitutes the Purchaser’s written consent in terms of Section 78 (2A) of the Attorneys Act No. 53 of 1979, authorizing the Seller’s Conveyancers to invest all amounts paid on account of the purchase price in an interest bearing account. The Purchaser hereby irrevocably authorizes the Seller’s Conveyancers to appropriate the interest accrued on monies so invested in reduction of all amounts as may be owing by the Purchaser in terms of this Agreement. 5.3 In respect of 6.3 With regard to the balance of the Purchase Price, the Purchaser shall: 5.3.1 6.3.1 In the event of the Purchaser not requiring a Mortgage Loan, furnish the Seller’s Conveyancers with either: 5.3.1.1 6.3.1.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable to the Seller’s Conveyancers; or 5.3.1.2 6.3.1.2 a cash payment into the trust account of the Seller’s Conveyancers. within 14 30 (fourteenthirty) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.3.2 6.3.2 In the event of the Purchaser requiring a Mortgage Loan, within 14 (fourteen) days of securing the required Mortgage Loan, the Purchaser shall furnish the Seller’s Conveyancers with such Mortgage Loan in respect approval from a recognized commercial bank, the terms and conditions whereof which are to be acceptable to the Seller’s Conveyancers . 6.4 As an alternative to provisions of any 6.3 above, should the purchaser elect to pay or secure a deposit equal to 30% (thirty percent) or more of the purchase consideration, the Purchaser shall, on receipt of written notice from the Seller’s Conveyancers that lodgement is anticipated within 45 (forty five) days of that written notice, either make payment of the balance outstanding on of the purchase price after having deducted to the deposit and the amount of the Mortgage Loan from the purchase priceSeller’s Conveyancers to be invested as provided for in 6.1 or alternatively, furnish the Seller’s Conveyancers with either: 5.3.2.1 an irrevocable guarantee issued by a recognized commercial bank in a form Commercial Bank acceptable to the Seller’s Conveyancers; or 5.3.2.2 a cash Seller for payment into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.4 The guarantees referred to in this clause shall be issued by a registered South African Commercial Bank or other financial institution approved by the Seller in its absolute discretion for the balance of the purchase priceprice against registration of transfer. Withdrawal by a guarantor The anticipated lodgement date as aforesaid, for any reason whatsoever, shall constitute a breach determined by the Purchaser of his obligations to deliver a guarantee in terms of this clause and in respect of which breach the Seller shall not be required to give notice in terms of clause 22 below. The remedies provided for in clause 22 below Seller’s Conveyancers shall be applicable if the Purchaser fails to effect payment of the purchase price against a tender of registration of transfer of the Unit final and registration of cession of the Exclusive Use Area rights, if applicable, binding in his name the Seller shall be entitled to either terminate this Agreement or to require the Purchaser to fulfill his obligations in terms of the Agreementregard. 5.5 6.5 All payments shall be made to the Seller's Conveyancers in Cape Town free of commission, exchange, bank charges or set off. 5.6 6.6 All payments shall be made to the Seller's Conveyancers and may be directly deposited into their Trust Account as follows: ▇▇▇▇▇ Tabata ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ABSA Bank, Account No. ▇▇▇ ▇▇▇ ▇▇▇▇, Branch Code: 632005, Deposit Reference: Unit Number and Surname. In the event of such a direct deposit, confirmation thereof must be emailed/faxed to their offices (021 914 1080086 510 5265, attention: Jolene ▇▇▇▇▇▇▇ /▇▇▇▇▇▇▇)@▇▇▇▇.▇▇.▇▇. In the event of the Purchaser failing to notify the Seller's Conveyancers of any deposit made and to supply documentation necessary for FICA (Financial Intelligence Act 38 of 2001 or Prevention of Organised Crime Act 21 of 1998), the Seller's Conveyancers shall not be liable to account for any loss in interest. 5.7 In the event of the rate at which VAT is chargeable being amended after the date of signature hereof by the Purchaser and in circumstances in which the amended rate will apply to this transaction, then the purchase price shall be adjusted accordingly, the intention being that the Seller shall receive and retain the same amount after payment of VAT regardless of the rate at which VAT is payable.

Purchase Price and Payment. 3.1 The purchase price reflected in clause 3 shall be paid on registration of the Schedule is payable transfer and shall be secured as follows: 5.1 The deposit is payable in cash or bank guaranteed cheque or via electronic transfer against signature hereof by 3.1.1 the Seller. 5.2 The payment referred to in clause 5.1 above Reservation Deposit (as stipulated at B(ii) of the Schedule) shall be paid on date of signature hereof to the Seller's Conveyancers and ’s Conveyancer. The Reservation Deposit shall NOT be held in trust by the Seller's ’s attorneys in a trust savings account or other interest-bearing account. The Purchaser specifically hereby agrees, to pay an amount of R35 000, 00 (Thirty Five Thousand Rand) being the entire Reservation Deposit to IGrow Wealth Investments (Pty) Ltd (the Agent) as provided for in Clause 26 hereof. The Purchaser is made aware that the Reservation Deposit will for this reason not be invested. 3.1.2 the balance of the purchase price (as stipulated at B(iii) of the Schedule) shall within 5 (FIVE) days after the suspensive condition(as stipulated at B(iv) of the Schedule) has been fulfilled 3.1.2.1 be paid to the Seller’s Conveyancers and to be held in trust by the Seller’s attorneys in a trust savings account or other interest-bearing account which contains a reference to Section 86(4) of the Legal Practice Act, 2014 (Act 28 of 2014) with interest to accrue to the Purchaser pending registration of transfer subject to the provisions of section 86(5) of the Legal Practice Act No. 28 of 2014, which stipulates that 5% of the interest which accrues on such investment must be paid over to the Legal Practitioners Fidelity Fund and vests in said fund. Seller’s attorneys will be entitled to levy a monthly administration fee of 8% of the net interest earned on the investment plus VAT thereon. The funds can only be invested for the Purchaser’s benefit once the Purchaser has provided the Seller’s attorneys with proof of payment, the required FICA and, if applicable, FATCA documents. 3.1.2.2 be secured by unconditional guarantee(s) from a registered financial institution drawn in favour of the Seller or its nominee and expressed to be payable against transfer; 3.1.3 Interest on the deposit shall accrue for the benefit of the Purchaser. On date of transfer the said amount shall be paid to the Seller against transfer unless otherwise provided for herein. The said deposit shall and the accrued interest to the Purchaser; 3.1.4 if the purchase price is payable in cash such payment is payable as stipulated B(vi) of the Schedule to the Seller’s Conveyancers and to be invested held in trust by the Seller’s attorneys in a trust savings account or other interest-bearing account which contains a reference to Section 86(4) of the Legal Practice Act, 2014 (Act 28 of 2014) with interest bearing account, which interest shall to accrue to the Purchaser until pending registration of transfertransfer subject to the provisions of section 86(5) of the Legal Practice Act No. 28 of 2014, which stipulates that 5% of the interest which accrues on such investment must be paid over to the Legal Practitioners Fidelity Fund and vests in said fund. Seller’s attorneys will be entitled to levy a monthly administration fee of 8% of the net interest earned on the investment plus VAT thereon. The Purchaser’s signature hereto constitutes funds can only be invested for the Purchaser’s written consent in terms of Section 78 (2A) of benefit once the Attorneys Act No. 53 of 1979, authorizing Purchaser has provided the Seller’s Conveyancers to invest all amounts paid on account attorneys with proof of the purchase price in an interest bearing account. The Purchaser hereby irrevocably authorizes the Seller’s Conveyancers to appropriate the interest accrued on monies so invested in reduction of all amounts as may be owing by the Purchaser in terms of this Agreement. 5.3 In respect of the balance of the Purchase Pricepayment, the Purchaser shall: 5.3.1 In the event of the Purchaser not requiring a Mortgage Loan, furnish the Seller’s Conveyancers with either: 5.3.1.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable to the Seller’s Conveyancers; or 5.3.1.2 a cash payment into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.3.2 In the event of the Purchaser requiring a Mortgage Loan in respect of any balance outstanding on the purchase price after having deducted the deposit and the amount of the Mortgage Loan from the purchase price, furnish the Seller’s Conveyancers with either: 5.3.2.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable to the Seller’s Conveyancers; or 5.3.2.2 a cash payment into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.4 The guarantees referred to in this clause shall be issued by a registered South African Commercial Bank or other financial institution approved by the Seller in its absolute discretion for the balance of the purchase price. Withdrawal by a guarantor as aforesaid, for any reason whatsoever, shall constitute a breach by the Purchaser of his obligations to deliver a guarantee in terms of this clause and in respect of which breach the Seller shall not be required to give notice in terms of clause 22 below. The remedies provided for in clause 22 below shall be applicable if the Purchaser fails to effect payment of the purchase price against a tender of registration of transfer of the Unit and registration of cession of the Exclusive Use Area rightsFICA and, if applicable, in his name the Seller shall be entitled to either terminate this Agreement or to require the Purchaser to fulfill his obligations in terms of the Agreement. 5.5 All payments shall be made to the Seller's Conveyancers in Cape Town free of commission, exchange, bank charges or set off. 5.6 All payments shall be made to the Seller's Conveyancers and may be directly deposited into their Trust Account as follows: ▇▇▇▇▇ Tabata ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ABSA Bank, Account NoFATCA documents. ▇▇▇ ▇▇▇ ▇▇▇▇, Branch Code: 632005, Deposit Reference: Unit Number and Surname. In the event of such a direct deposit, confirmation thereof must be faxed to their offices (021 914 1080, attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇). In the event of the Purchaser failing to notify the Seller's Conveyancers of any deposit made and to supply documentation necessary for FICA (Financial Intelligence Act 38 of 2001 or Prevention of Organised Crime Act 21 of 1998), the Seller's Conveyancers shall not be liable to account for any loss in interest. 5.7 In the event of the rate at which VAT is chargeable being amended after the On date of signature hereof by the Purchaser and in circumstances in which the amended rate will apply to this transaction, then transfer the purchase price shall be adjusted accordinglypaid to the Seller and the accrued interest to the Purchaser. 3.2 The Seller shall be entitled, in its sole and absolute discretion, to allocate any amounts received from or for the account of the Purchaser to the payment of any debt or amount owing by the Purchaser to the Seller in terms hereof. If the Seller fails to make any such allocation all amounts paid shall be deemed to have been allocated firstly to the payment of interest, secondly to the payment of amounts other than the purchase price due in terms hereof and finally to payment of the purchase price. 3.3 The purchase price shall be inclusive of value added tax. However, if there is any increase in the rate of value added tax after signature of this agreement which would affect this transaction, the intention being Purchaser shall be liable for payment of any such increase and shall pay such amount to the Seller's Conveyancer on demand. 3.4 The Purchaser hereby acknowledges that he is aware that the Seller shall receive and retain monies payable in terms of this agreement will only be invested in an interest bearing account (as provided for herein), upon receipt by the same amount after payment of VAT regardless Conveyancer of the rate at which VAT is payableduly completed and signed Instruction to Invest form (Annexure “E”), accompanied by copies of the relevant documents required. 3.5 Seller’s Conveyancer’s trust account details: Name of Accountholder: DGH Attorneys Inc – Trust Account Name of Bank: Nedbank Account Number: 1186289317 Branch Code: 198–765 Branch: Business Banking Southern Peninsula Ref: Name /Section /BERGENDAL

Purchase Price and Payment. 5.1 The purchase price reflected Purchase Price for the Property shall be paid as follows – 5.1.1 the deposit shall be paid into the Trust Account within 5 (five) Business Days of the Signature Date; and 5.1.2 the balance of the Purchase Price shall be paid against Transfer, provided that the balance shall be secured by a bank guarantee made payable to the Trust Account on Transfer, which bank guarantee must be provided to the Conveyancer within 30 (thirty) days from being called upon to do so by the Conveyancer, provided that the Condition Precedent set out in clause 3 4.1.1, if applicable, has been fulfilled or waived, as the case may be. 5.2 Notwithstanding clause 5.1.2, the Purchaser shall not be required to provide the bank guarantee in respect of the Schedule balance Purchase Price or any part thereof within the aforesaid time period, provided that the Purchaser makes payment of a deposit amount equal to 30% (thirty percent) of the Total Purchase Price, within 5 (five) Business Days of the Signature Date. In this instance, the Purchaser shall be required to provide a bank guarantee to the Conveyancer for payment of the balance of the Total Purchase Price within 14 (fourteen) days from being called upon to do so by the Conveyancer, which notification shall not be earlier than 60 (sixty) days prior to the estimated Transfer Date as determined by the Conveyancer in his sole discretion. 5.3 The Purchaser shall be released from its obligation to provide the bank guarantee referred to in clause 5.1.2 above by making payment of the balance of the Purchase Price into the Trust Account. 5.4 The Conveyancer is hereby irrevocably authorised and required to invest any cash amount received from the Purchaser in terms of clause 5 in an investment account as contemplated in Section 86(4) of the Legal Practice Act No. 28 of 2014, with the interest, less an administration fee payable as follows: 5.1 The deposit is payable in cash or bank guaranteed cheque or via electronic transfer against signature hereof by to the Conveyancers, accruing for the benefit of the Purchaser until Transfer whereupon the Conveyancers shall pay the balance of the Purchase Price to the Seller. 5.2 The payment referred to in clause 5.1 above shall be paid to the Seller's Conveyancers and shall be held in trust by the Seller's Conveyancers and shall be paid to the Seller against transfer unless otherwise provided for herein. The said deposit shall be invested in a trust interest bearing account, which interest shall accrue to the Purchaser until registration of transfer. The Purchaser’s signature hereto constitutes the Purchaser’s written consent in terms of Section 78 (2A) of the Attorneys Act No. 53 of 1979, authorizing the Seller’s Conveyancers to invest all 5.5 All amounts paid on account of the purchase price in an interest bearing account. The Purchaser hereby irrevocably authorizes the Seller’s Conveyancers to appropriate the interest accrued on monies so invested in reduction of all amounts as may be owing payable by the Purchaser in terms of this Agreement. 5.3 In respect agreement shall be paid to the Conveyancers free of the balance exchange or bank cost or commission and without deduction or set off by means of the Purchase Pricean electronic transfer, the Purchaser shall: 5.3.1 In the event of the Purchaser not requiring a Mortgage Loan, furnish the Seller’s Conveyancers with either: 5.3.1.1 an irrevocable guarantee issued cheque drawn by a recognized recognised commercial bank in or a form acceptable to the Seller’s Conveyancers; or 5.3.1.2 a bank guaranteed cheque. No physical cash payment payments will be accepted or may be made into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allowTrust Account. 5.3.2 In the event of the Purchaser requiring a Mortgage Loan in respect of any balance outstanding on the purchase price after having deducted the deposit and the amount of the Mortgage Loan from the purchase price, furnish the Seller’s Conveyancers with either: 5.3.2.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable to the Seller’s Conveyancers; or 5.3.2.2 a cash payment into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.4 The guarantees referred to in this clause shall be issued by a registered South African Commercial Bank or other financial institution approved by the Seller in its absolute discretion for the balance of the purchase price. Withdrawal by a guarantor as aforesaid, for any reason whatsoever, shall constitute a breach by the Purchaser of his obligations to deliver a guarantee in terms of this clause and in respect of which breach the Seller shall not be required to give notice in terms of clause 22 below. The remedies provided for in clause 22 below shall be applicable if the Purchaser fails to effect payment of the purchase price against a tender of registration of transfer of the Unit and registration of cession of the Exclusive Use Area rights, if applicable, in his name the Seller shall be entitled to either terminate this Agreement or to require the Purchaser to fulfill his obligations in terms of the Agreement. 5.5 All payments shall be made to the Seller's Conveyancers in Cape Town free of commission, exchange, bank charges or set off. 5.6 All payments shall be made to the Seller's Conveyancers and may be directly deposited into their Trust Account as follows: ▇▇▇▇▇ Tabata ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ABSA Bank, Account No. ▇▇▇ ▇▇▇ ▇▇▇▇, Branch Code: 632005, Deposit Reference: Unit Number and Surname. In the event of such a direct deposit, confirmation thereof must be faxed to their offices (021 914 1080, attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇). In the event of the Purchaser failing to notify the Seller's Conveyancers of any deposit made and to supply documentation necessary for FICA (Financial Intelligence Act 38 of 2001 or Prevention of Organised Crime Act 21 of 1998), the Seller's Conveyancers shall not be liable to account for any loss in interest. 5.7 In the event of the rate at which VAT is chargeable being amended after the date of signature hereof by the Purchaser and in circumstances in which the amended rate will apply to this transaction, then the purchase price shall be adjusted accordingly, the intention being that the Seller shall receive and retain the same amount after payment of VAT regardless of the rate at which VAT is payable.

Purchase Price and Payment. The 3.1 As consideration for its purchase of the Sale Shares hereunder, the Purchaser agrees to pay to the Vendor a purchase price reflected in clause 3 of RMB 1,560,000,000 (together with any late payment penalties, the “Purchase Price”). Please refer to Exhibit A attached hereto for the schedule of payment of the Schedule is payable Purchase Price. If a payment with respect to any Payment Date fails to be fully paid within 30 days of the relevant Payment Date, such payment amount shall be subject to a “Price Adjustment” (which shall be deemed as follows: 5.1 The deposit is payable in cash or bank guaranteed cheque or via electronic transfer against signature hereof late payment penalties) at a rate equal to the one-year loan prime rate (published by the SellerPeople’s Bank of China on the most recent practicable date prior to the Payment Date) calculated for a period starting from the relevant Payment Date to the date when all the due payment and the Price Adjustment have been paid in full. For clarity, the remedies provided in this Section 3.1 will not be exclusive of or limit other remedies that may be available to the Non-defaulting Party. 5.2 3.2 To secure the performance of the Purchaser’s obligations under this Agreement, the Purchaser agrees to transfer an amount equal to RMB 78,000,000 (equal to 5% of the Purchase Price) (“Deposit”) into an escrow account set up in the name of the Purchaser (the “Escrow Account”) on the earlier of (i) the date on which Company or any of its subsidiaries resumes its production and (ii) July 31, 2021. The Parties agree that the Deposit shall be counted as part of the First Payment. On the First Payment Date, the Purchaser shall transfer an amount equal to the First Payment minus the Deposit to the Escrow Account; and on the Second Payment Date, the Purchaser shall transfer an amount equal to the Second Payment to the Escrow Account. 3.3 The Vendor shall take all necessary actions, with assistance and cooperation from the Purchaser, to obtain the approval of/filing with NDRC (if required by Applicable Laws), and subject to the full payment referred of the First Tranche into the Escrow Account pursuant to Section 3.2, complete the registration with the SAMR in clause 5.1 above relation to the transfer of the Sale Shares, and filing with MOFCOM (to the extent required by Applicable Laws), the amendment filings of the Company’s foreign exchange information and tax filings with competent tax authority of the outbound remittance of the First Tranche under trade in services and other items. The Purchaser and the Vendor shall maintain their joint and respective specimen signatures/seals for the Escrow Account, and all funds under such Escrow Account shall be used and transferred only for the purpose of the payment of the Purchase Price or as otherwise provided by this Agreement. 3.4 The Vendor and the Purchaser agree that subject to (1) the approval of/ filing with the NDRC (if required by Applicable Laws); (2) the registration with the SAMR of the transfer by the Vendor of the Sale Shares and filing with MOFCOM (to the extent required by Applicable Laws); (3) the completion of the Company’s foreign exchange information amendment filing for the transfer by the Vendor of the Sale Shares; and (4) the completion of the filing with competent tax authority of the outbound remittance of the First Tranche under trade in services and other items, the First Tranche shall be paid to the Seller's Conveyancers Vendor within five (5) Business Days upon the date when the matters set out in the aforesaid sub-sections (1), (2), (3) and shall be held in trust (4) are completed. The Vendor further agrees that if it has received the First Tranche paid by the Seller's Conveyancers and Purchaser before the Transfer Date, without the consent of the Purchaser, the Vendor shall be paid not transfer or use the First Tranche in any manner. 3.5 The Purchaser shall pay the Third Payment to the Seller against transfer unless otherwise provided for hereinVendor on or before the Third Payment Date and pay the Fourth Payment to the Vendor on or before the Fourth Payment Date. The said deposit shall Purchaser shall, with the cooperation of the Vendor, take, and cause to be invested in a trust interest bearing accounttaken, which interest shall accrue all actions and to do, or cause to be done, all things necessary, proper or advisable to complete the relevant tax filings and filing applications via the paying bank for the approval of the competent foreign exchange administration authority prior to the Third Payment Date and the Fourth Payment Date (as applicable). 3.6 If this Agreement is terminated in accordance with Article 8 of this Agreement or as a matter of law, (1) the Vendor shall (subject to the reversion set forth in sub-section (2) hereof) release the escrow so established under Section 3.2, and Section 3.5 (where applicable), and (2) in the event that the Purchaser until has been registered as the holder of the Sale Shares, upon request by the Vendor, the Purchaser shall use its commercially reasonable efforts to cooperate with the Vendor to conduct the relevant formalities to reverse the Transaction, including assisting the Company to complete the approval, filing and registration procedures with relevant governmental authorities for the reversion of transferthe title to the Sale Shares in the Company to the Vendor. The Purchaser’s signature hereto constitutes For the Purchaser’s written consent avoidance of doubt, if this Agreement is terminated in terms accordance with Section 8.2 of this Agreement, such termination or any performance of the Non-Defaulting Party (as defined below) of its respective obligations set forth in this Section 78 3.6 above shall not be deemed to constitute a waiver of any available remedy (2Aincluding specific performance, if available) of the Attorneys Act No. 53 of 1979, authorizing the Seller’s Conveyancers to invest all amounts paid on account Non-Defaulting Party for any breach or misrepresentation of the purchase price in an interest bearing account. The Purchaser hereby irrevocably authorizes Defaulting Party (as defined below), nor shall the Seller’s Conveyancers to appropriate the interest accrued on monies so invested in reduction Defaulting Party be relieved of all amounts as may be owing by the Purchaser in terms of any liability that has arisen or occurred for its breach of, or for any misrepresentation under this Agreement. 5.3 In respect 3.7 Both Parties shall procure the Company and shall use reasonable efforts to [***] take all necessary actions to obtain the approval or complete the registrations or filings set out in sub-sections (1), (2), (3) and (4) of Section 3.4, Section 3.5, Section 3.6 and Section 3.9, and the Parties shall cooperate with each other and the Company, and provide such information or assistance as may be required for the purpose of enabling the Company to obtain the said approval or complete the said registrations or filings. Further, the Purchaser shall sign all documents and perform such acts as may be necessary or desirable to effect the payment of the balance Purchase Price to the Vendor, including but not limited to filing applications via the paying bank for the approval of the competent foreign exchange administration authority of the payment of each Payment by the Purchaser and such paying bank. 3.8 The Purchaser shall take, and shall cause the Company to take, any and all actions necessary or desirable as required for the purpose of the Closing, including but not limited to (i) preparing all the applicable documents required for the submission to the competent government authorities; and (ii) to the extent required, notifying all lending banks of the transaction contemplated in this Agreement in writing, and shall use its best efforts to, to the extent required, cause the Company to obtain the written consent of or the waiver by the lending banks. [***]. 3.9 The Purchaser agrees, and will take any action (and cause the Company and the other shareholders to take any action to ensure) that the Vendor is entitled to retain one (1) director at the board of directors of the Company, from the Transfer Date to the date the Purchaser has paid to Vendor the full amount of the Purchase Price. Notwithstanding the transfer of the Sale Shares, the Purchaser shall: 5.3.1 In shall cause the event person designated by the Vendor to be appointed as a director of the Purchaser not requiring a Mortgage Loan, furnish Company concurrently with the Seller’s Conveyancers with either: 5.3.1.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable to the Seller’s Conveyancers; or 5.3.1.2 a cash payment into the trust account registration of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.3.2 In the event of the Purchaser requiring a Mortgage Loan in respect of any balance outstanding on the purchase price after having deducted the deposit and the amount of the Mortgage Loan from the purchase price, furnish the Seller’s Conveyancers with either: 5.3.2.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable to the Seller’s Conveyancers; or 5.3.2.2 a cash payment into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.4 The guarantees referred to in this clause shall be issued by a registered South African Commercial Bank or other financial institution approved by the Seller in its absolute discretion for the balance of the purchase price. Withdrawal by a guarantor as aforesaid, for any reason whatsoever, shall constitute a breach by the Purchaser of his obligations to deliver a guarantee in terms of this clause and in respect of which breach the Seller shall not be required to give notice in terms of clause 22 below. The remedies provided for in clause 22 below shall be applicable if the Purchaser fails to effect payment of the purchase price against a tender of registration of transfer of the Unit Sale Shares with SAMR and registration of cession of the Exclusive Use Area rights, if applicable, in his name director designated by the Seller Vendor shall be entitled to either terminate this Agreement or to require the Purchaser to fulfill his obligations in terms of the Agreement. 5.5 All payments shall be made to the Seller's Conveyancers in Cape Town free of commission, exchange, bank charges or set off. 5.6 All payments shall be made to the Seller's Conveyancers and may be directly deposited into their Trust Account as follows: ▇▇▇▇▇ Tabata ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ABSA Bank, Account No. ▇▇▇ ▇▇▇ ▇▇▇▇, Branch Code: 632005, Deposit Reference: Unit Number and Surname. In the event of such a direct deposit, confirmation thereof must be faxed to their offices (021 914 1080, attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇). In the event of the Purchaser failing to notify the Seller's Conveyancers of any deposit made and to supply documentation necessary for FICA (Financial Intelligence Act 38 of 2001 or Prevention of Organised Crime Act 21 of 1998), the Seller's Conveyancers shall not be liable to account for any loss in interest. 5.7 In the event of the rate at which VAT is chargeable being amended removed promptly after the date of signature hereof by Vendor has fully received the Purchaser and in circumstances in which the amended rate will apply Fourth Payment pursuant to this transaction, then the purchase price shall be adjusted accordingly, the intention being that the Seller shall receive and retain the same amount after payment of VAT regardless of the rate at which VAT is payableSection 3.5.

Purchase Price and Payment. 3.1 The purchase price reflected in clause 3 Purchase Price of the Schedule Property is payable as follows: 5.1 the amount set forth in paragraph 3.1 of the schedule inclusive of VAT. The deposit is payable in cash or bank guaranteed cheque or via electronic transfer against signature hereof by the Seller. 5.2 The payment referred to in clause 5.1 above Purchase Price shall be paid to the Seller's Seller on the Transfer Date and the method of payment shall be as follows: 3.1 The Purchaser shall pay the deposit specified in paragraph 3.2 of the schedule to the Conveyancers and on date of signature hereof by the Purchaser. The deposit shall be held in trust by the Seller's Conveyancers as stakeholder for the benefit of the parties, depending upon which becomes entitled thereto, and shall be paid to the Seller against transfer unless otherwise provided as agent for hereinneither. The said deposit shall be invested in a trust interest bearing account, which interest shall accrue to the Purchaser until registration of transfer. The Purchaser’s signature hereto constitutes the Purchaser’s written consent hereby in terms of Section 78 (2A2.A) of the Attorneys Act No. 53 of 1979, authorizing 1979 gives consent to the Seller’s Conveyancers to invest all amounts paid on the deposit in an interest-bearing account with a Bank or other accredited financial institution for the benefit of the purchase price in an interest bearing account. The Seller or the Purchaser, depending upon which becomes entitled thereto, as soon as the Purchaser hereby irrevocably authorizes has furnished the Seller’s Conveyancers with all such documents and information required by the Conveyancers to appropriate meet their obligations in terms of FICA, which deposit and the interest accrued thereon shall be paid by the Conveyancers as follows : 3.1.1 the deposit to the Seller and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Purchaser on monies the Transfer Date; or 3.1.2 the deposit and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Seller if this agreement is cancelled pursuant to the provisions of Clause 16.1.1 hereof as the result of a breach by the Purchaser; or 3.1.3 the deposit and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Purchaser if this agreement is cancelled (other than as the result of a breach by the Purchaser) unless otherwise agreed to in writing by the Seller and the Purchaser; or 3.1.4 if this agreement should be null and void due to non-fulfilment of the suspensive condition set forth in Clause 24.1.1 hereof, the amount of R5 000-00 (Five Thousand Rand) to the Seller and the balance of the deposit and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Purchaser; or 3.1.5 if this agreement should be null and void due to non-fulfilment of any of the suspensive conditions set forth in Clauses 24.2 and or 24.3 and/or 24.4 hereof, the deposit and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Purchaser. 3.2 The Purchaser shall deliver a guarantee/s, to be issued by a financial institution without conditions other than the registration of a bond over the Property, and to be approved by the Seller, for payment of the Balance of the Purchase Price referred to in paragraph 3.3 of the schedule or effect payment of the said Balance of the Purchase Price to the Conveyancers within 30 (thirty) days after being requested to do so invested by the Conveyancers, provided that the Conveyancers may only request delivery of the guarantee/s and/or payment of the Balance of the Purchase Price after the suspensive condition mentioned in reduction Clause 24.1.1 hereof has been fulfilled but prior to the Seller commencing with construction of the building. Should the Purchaser elect not to issue a guarantee but to pay the Balance of the Purchase Price to the Conveyancers when requested to do so as contained in this Clause 3.2, the Purchaser hereby in terms of Section 78 (2.A) of the Attorneys Act 1979 gives consent to the Conveyancers to invest the Balance of the Purchase Price in an interest-bearing account with a Bank or other accredited financial institution for the benefit of the Seller or the Purchaser, depending upon which becomes entitled thereto, as soon as the Purchaser has furnished the Conveyancers with all such documents and information required by the Conveyancers to meet their obligations in terms of FICA, which Balance of the Purchase Price and the interest accrued thereon shall be paid by the Conveyancers as follows : 3.2.1 the Balance of the Purchase Price to the Seller and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Purchaser on the Transfer Date; or 3.2.2 the Balance of the Purchase Price and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Purchaser if this agreement is cancelled pursuant to the provisions of Clause 16.1.1 hereof as the result of a breach by the Purchaser; or 3.2.3 notwithstanding anything to the contrary contained herein, the Balance of the Purchase Price and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Purchaser if this agreement is cancelled (other than as the result of a breach by the Purchaser) unless otherwise agreed to in writing by the Seller and the Purchaser; or 3.2.4 the Balance of the Purchase Price and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Purchaser if this agreement should be null and void due to non-fulfilment of the suspensive conditions set forth in Clauses 24.2 and/or 24.3 and/or 24.4 hereof. 3.3 All amounts as may be owing payable by the Purchaser in terms of this Agreementagreement shall be paid in South African currency to the Conveyancers free of exchange or bank cost or commission and without deduction or set off by means of an electronic transfer, a cheque drawn by a recognised commercial bank or a bank guaranteed cheque. No physical cash payments will be accepted or may be made into the Conveyancer’s trust account. 5.3 In respect 3.4 Should the official VAT rate of 14% be increased or decreased, then, notwithstanding anything to the contrary contained or implied in this agreement, and, if required by the applicable legislation, the VAT will be recalculated at the new VAT rate applicable on the supply of the balance Property; and 3.4.1 any shortfall shall be paid by the Purchaser to the Conveyancers (for credit of the Seller) upon demand but prior to lodgement of the actual deeds for registration of transfer, by way of a bank guaranteed cheque or electronic transfer; or 3.4.2 any excess be repaid by the Seller to the Purchaser on the Transfer Date provided the Seller shall have first received payment of the full Purchase Price. 3.5 The Purchaser hereby acknowledges that it is aware of the fact and understands that the request for delivery of the guarantee/s and/or payment of the Balance of the Purchase Price, Price by the Purchaser shall: 5.3.1 In the event of the Purchaser not requiring a Mortgage Loan, furnish the Seller’s Conveyancers with either: 5.3.1.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable shall be made prior to the Seller’s Conveyancers; or 5.3.1.2 a cash payment into the trust account commencement with construction of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.3.2 In the event of the Purchaser requiring a Mortgage Loan in respect of any balance outstanding on the purchase price after having deducted the deposit building and the amount of the Mortgage Loan from the purchase price, furnish the Seller’s Conveyancers with either: 5.3.2.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable to the Seller’s Conveyancers; or 5.3.2.2 a cash payment into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.4 The guarantees referred to in this clause shall be issued by a registered South African Commercial Bank or other financial institution approved by the Seller in its absolute discretion for the balance of the purchase price. Withdrawal by a guarantor as aforesaid, for any reason whatsoever, shall constitute a breach by the Purchaser of his obligations to deliver a guarantee in terms of this clause and in respect of which breach the Seller shall not be required obliged to give notice in terms commence with construction of clause 22 below. The remedies provided the building prior to the Purchaser’s obligations for in clause 22 below shall be applicable if the Purchaser fails to effect payment of the purchase price against deposit to the Conveyancers in accordance with the provisions of Clause 3.1 above and delivery of a tender of registration of transfer guarantee for payment of the Unit and registration of cession Balance of the Exclusive Use Area rights, if applicable, in his name the Seller shall be entitled to either terminate this Agreement or to require the Purchaser to fulfill his obligations in terms Purchase Price and/or effecting payment of the Agreement. 5.5 All payments shall be made said Balance of the Purchase Price to the Seller's Conveyancers in Cape Town free accordance with the provisions of commission, exchange, bank charges or set offClause 3.2 above have been complied with. 5.6 All payments shall be made to the Seller's Conveyancers and may be directly deposited into their Trust Account as follows: ▇▇▇▇▇ Tabata ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ABSA Bank, Account No. ▇▇▇ ▇▇▇ ▇▇▇▇, Branch Code: 632005, Deposit Reference: Unit Number and Surname. In the event of such a direct deposit, confirmation thereof must be faxed to their offices (021 914 1080, attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇). In the event of the Purchaser failing to notify the Seller's Conveyancers of any deposit made and to supply documentation necessary for FICA (Financial Intelligence Act 38 of 2001 or Prevention of Organised Crime Act 21 of 1998), the Seller's Conveyancers shall not be liable to account for any loss in interest. 5.7 In the event of the rate at which VAT is chargeable being amended after the date of signature hereof by the Purchaser and in circumstances in which the amended rate will apply to this transaction, then the purchase price shall be adjusted accordingly, the intention being that the Seller shall receive and retain the same amount after payment of VAT regardless of the rate at which VAT is payable.

Purchase Price and Payment. 3.1 The purchase price reflected in clause 3 Purchase Price of the Schedule Property is payable as follows: 5.1 the amount set forth in paragraph 3.1 of the schedule inclusive of VAT. The deposit is payable in cash or bank guaranteed cheque or via electronic transfer against signature hereof by the Seller. 5.2 The payment referred to in clause 5.1 above Purchase Price shall be paid to the Seller's Seller on the Transfer Date and the method of payment shall be as follows: 3.1 The Purchaser shall pay the deposit specified in paragraph 3.2 of the schedule to the Conveyancers and on date of signature hereof by the Purchaser. The deposit shall be held in trust by the Seller's Conveyancers as stakeholder for the benefit of the parties, depending upon which becomes entitled thereto, and shall be paid to the Seller against transfer unless otherwise provided as agent for hereinneither. The said deposit shall be invested in a trust interest bearing account, which interest shall accrue to the Purchaser until registration of transfer. The Purchaser’s signature hereto constitutes the Purchaser’s written consent hereby in terms of Section 78 (2A2.A) of the Attorneys Act No. 53 of 1979, authorizing 1979 gives consent to the Seller’s Conveyancers to invest all amounts paid on the deposit in an interest-bearing account with a Bank or other accredited financial institution for the benefit of the purchase price in an interest bearing account. The Seller or the Purchaser, depending upon which becomes entitled thereto, as soon as the Purchaser hereby irrevocably authorizes has furnished the Seller’s Conveyancers with all such documents and information required by the Conveyancers to appropriate meet their obligations in terms of FICA, which deposit and the interest accrued thereon shall be paid by the Conveyancers as follows : 3.1.1 the deposit to the Seller and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Purchaser on monies the Transfer Date; or 3.1.2 the deposit and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Seller if this agreement is cancelled pursuant to the provisions of Clause 16.1.1 hereof as the result of a breach by the Purchaser; or 3.1.3 the deposit and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Purchaser if this agreement is cancelled (other than as the result of a breach by the Purchaser) unless otherwise agreed to in writing by the Seller and the Purchaser; or 3.1.4 if this agreement should be null and void due to non-fulfilment of the suspensive condition set forth in Clause 24.1.1 hereof, the non-refundable price paid in terms of any agreement whereby the Purchaser acquired a pre-emptive right in respect of the unit in the amount of R5 000-00 (Five Thousand Rand) to the Seller and the balance of the deposit and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Purchaser; or 3.1.5 if this agreement should be null and void due to non-fulfilment of any of the suspensive conditions set forth in Clauses 24.2 and or 24.3 and/or 24.4 hereof, the deposit and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Purchaser. 3.2 The Purchaser shall deliver a guarantee/s, to be issued by a financial institution without conditions other than the registration of a bond over the Property, and to be approved by the Seller, for payment of the Balance of the Purchase Price referred to in paragraph 3.3 of the schedule or effect payment of the said Balance of the Purchase Price to the Conveyancers within 30 (thirty) days after being requested to do so invested by the Conveyancers, provided that the Conveyancers may only request delivery of the guarantee/s and/or payment of the Balance of the Purchase Price after the suspensive condition mentioned in reduction Clause 24.1.1 hereof has been fulfilled but prior to the Seller commencing with construction of the building. Should the Purchaser elect not to issue a guarantee but to pay the Balance of the Purchase Price to the Conveyancers when requested to do so as contained in this Clause 3.2, the Purchaser hereby in terms of Section 78 (2.A) of the Attorneys Act 1979 gives consent to the Conveyancers to invest the Balance of the Purchase Price in an interest-bearing account with a Bank or other accredited financial institution for the benefit of the Seller or the Purchaser, depending upon which becomes entitled thereto, as soon as the Purchaser has furnished the Conveyancers with all such documents and information required by the Conveyancers to meet their obligations in terms of FICA, which Balance of the Purchase Price and the interest accrued thereon shall be paid by the Conveyancers as follows : 3.2.1 the Balance of the Purchase Price to the Seller and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Purchaser on the Transfer Date; or 3.2.2 the Balance of the Purchase Price and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Purchaser if this agreement is cancelled pursuant to the provisions of Clause 16.1.1 hereof as the result of a breach by the Purchaser; or 3.2.3 notwithstanding anything to the contrary contained herein, the Balance of the Purchase Price and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Purchaser if this agreement is cancelled (other than as the result of a breach by the Purchaser) unless otherwise agreed to in writing by the Seller and the Purchaser; or 3.2.4 the Balance of the Purchase Price and the interest, less an administration fee of 0.5% of the total interest earned in respect of management and/or administration fees payable to the Conveyancers, to the Purchaser if this agreement should be null and void due to non-fulfilment of the suspensive conditions set forth in Clauses 24.2 and/or 24.3 and/or 24.4 hereof. 3.3 All amounts as may be owing payable by the Purchaser in terms of this Agreementagreement shall be paid in South African currency to the Conveyancers free of exchange or bank cost or commission and without deduction or set off by means of an electronic transfer, a cheque drawn by a recognised commercial bank or a bank guaranteed cheque. No physical cash payments will be accepted or may be made into the Conveyancer’s trust account. 5.3 In respect 3.4 Should the official VAT rate of 14% be increased or decreased, then, notwithstanding anything to the contrary contained or implied in this agreement, and, if required by the applicable legislation, the VAT will be recalculated at the new VAT rate applicable on the supply of the balance Property; and 3.4.1 any shortfall shall be paid by the Purchaser to the Conveyancers (for credit of the Seller) upon demand but prior to lodgement of the actual deeds for registration of transfer, by way of a bank guaranteed cheque or electronic transfer; or 3.4.2 any excess be repaid by the Seller to the Purchaser on the Transfer Date provided the Seller shall have first received payment of the full Purchase Price. 3.5 The Purchaser hereby acknowledges that it is aware of the fact and understands that the request for delivery of the guarantee/s and/or payment of the Balance of the Purchase Price, Price by the Purchaser shall: 5.3.1 In the event of the Purchaser not requiring a Mortgage Loan, furnish the Seller’s Conveyancers with either: 5.3.1.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable shall be made prior to the Seller’s Conveyancers; or 5.3.1.2 a cash payment into the trust account commencement with construction of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.3.2 In the event of the Purchaser requiring a Mortgage Loan in respect of any balance outstanding on the purchase price after having deducted the deposit building and the amount of the Mortgage Loan from the purchase price, furnish the Seller’s Conveyancers with either: 5.3.2.1 an irrevocable guarantee issued by a recognized commercial bank in a form acceptable to the Seller’s Conveyancers; or 5.3.2.2 a cash payment into the trust account of the Seller’s Conveyancers. within 14 (fourteen) days after the Signature Date or such extended period as the Seller may in its sole discretion allow. 5.4 The guarantees referred to in this clause shall be issued by a registered South African Commercial Bank or other financial institution approved by the Seller in its absolute discretion for the balance of the purchase price. Withdrawal by a guarantor as aforesaid, for any reason whatsoever, shall constitute a breach by the Purchaser of his obligations to deliver a guarantee in terms of this clause and in respect of which breach the Seller shall not be required obliged to give notice in terms commence with construction of clause 22 below. The remedies provided the building prior to the Purchaser’s obligations for in clause 22 below shall be applicable if the Purchaser fails to effect payment of the purchase price against deposit to the Conveyancers in accordance with the provisions of Clause 3.1 above and delivery of a tender of registration of transfer guarantee for payment of the Unit and registration of cession Balance of the Exclusive Use Area rights, if applicable, in his name the Seller shall be entitled to either terminate this Agreement or to require the Purchaser to fulfill his obligations in terms Purchase Price and/or effecting payment of the Agreement. 5.5 All payments shall be made said Balance of the Purchase Price to the Seller's Conveyancers in Cape Town free accordance with the provisions of commission, exchange, bank charges or set offClause 3.2 above have been complied with. 5.6 All payments shall be made to the Seller's Conveyancers and may be directly deposited into their Trust Account as follows: ▇▇▇▇▇ Tabata ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ABSA Bank, Account No. ▇▇▇ ▇▇▇ ▇▇▇▇, Branch Code: 632005, Deposit Reference: Unit Number and Surname. In the event of such a direct deposit, confirmation thereof must be faxed to their offices (021 914 1080, attention: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇). In the event of the Purchaser failing to notify the Seller's Conveyancers of any deposit made and to supply documentation necessary for FICA (Financial Intelligence Act 38 of 2001 or Prevention of Organised Crime Act 21 of 1998), the Seller's Conveyancers shall not be liable to account for any loss in interest. 5.7 In the event of the rate at which VAT is chargeable being amended after the date of signature hereof by the Purchaser and in circumstances in which the amended rate will apply to this transaction, then the purchase price shall be adjusted accordingly, the intention being that the Seller shall receive and retain the same amount after payment of VAT regardless of the rate at which VAT is payable.