10. DEED OF HYPOTHECATION.[CD1]
The deed of Hypothecation executed at
...................this…………………………. day of ......................... One
Thousand Nine Hundred and ………………………by……………………
company within the meaning of the
Companies Act 1956 and having its Registered Office at .................... (herein
after referred to as referred to as “the Borrower" which expression shall,
unless it m subject of context thereof, include its successors and assigns)in
favour of ……................. a public company incorporated under the Indian Conpanies
Act 1956 ....................... (hereinafter referred to as “the Lender")
Whereas
1. By an agreement dated the
......................... day of……………………………19…………
........ entered into between the
Borrower and the Lender (he referred to as "the loan agreement”) the Lender
has agreed to lend and agreed the Borrower and the Borrower has agreed to
borrow from the Lender on the terms and conditions contained in the Loan
Agreement a sum to the maximum extent of Rs……............. (Rupees …………..........
) (hereinafter referred to as the Loan").
2. One of the conditions of the Loan
Agreement is that the Loan together with all interest, liquidated damages,
commitment charges, premia on prepayment or on redemption, costs, expenses and
other monies whatsoever stipulated in the Loan Agreement shall be secured,
inter alia, by a first charge by way of Hypothecation of all the Borrower's
movables (Save and except book debts) including movable machinery, machinery
spares, tools and accessories, present and future subject prior charges created
and/or to be created :
(i) In favour of the Borrower's
Bankers on the Borrower's stocks
materials, semi-finished and finished
goods, consumable store such other movables as may be agreed to by the Lender (
referred to as "the Bankers Goods”) for securing the borrowings for working,
capital requirement in the ordinary course of business
3.' The Lender has called upon the Borrower to
execute these presents the Borrower has agreed to do in the manner hereinafter
expressed
NOW
THEREFORE THESE PRESENTS WITNESSETH THAT:
1. In pursuance of the Loan Agreement
and in consideration of the leader having lent and advanced and/or agreed to
lend and advance! for the purpose and subject to the terms and conditions set
out and in consideration of the premises, the Borrower doth Lender that it
shall repay the loan to the Lender and shall P
a on prepayment or on redemption the
borrowings for "y course of business.
hese presents which out in the Loan
Agreen doth hereby covenant " ant with the Commitment charges, liquidated
damages, premia on prepayment o and expenses and all other monies as stipulated
and in the Agreement and shall duly observe and perform all the ten Loan
Agreement. all pay interest, commill Uon, costs, charges
anner set out in the lo ims and
conditions of
2. In pursuance of the Loan Agreement
and for the consideration aforesaid the whole of the movable properties of the
Borrower including its movable plant and machinery, machinery spares, tools and
accessories and other and future (save and except book debts) whether installed
or not and whether from time lying loose
or in cases or which are now lying) or stored in or about or shall hereafter from
time to time during the continuance of these presents be brought into 'or upon be stored or be in or about all the
Borrower's factories, premi situated at or wherever else the same may be or be
held by any mo or disposition of the Borrower or in the course of transit or on
high seas or on order or delivery (hereinafter collectively referred to as
"the said goods" she whereof are given in schedule hereto, are hereby
hypothecated as by way of first change to the Lender as security for and be charged
with the repayment of loan and repayment
or payment of other monies including all interest, commitment charges in
liquidated damages, premia on prepayment or on redemption, costs, charges and expenses and all other monies due to the
Lender under the loan agreement and there presents, provided that the charges
created and/or to be created by the Borrower in favour of its Bankers on the
Banker's Goods, to secure borrowings in the ordinary course of business of the
Borrower for its working capital requirements.
3. In further pursuance of the Loan
Agreement and for the consideration aforesaid, the Borrower doth hereby further
agree, declare and covenant with the Lender as follow :
(i) the Borrower shall at its expense
keep the said goods in marketable
and good condition and insure the same
in the joint names of the Borrower, the Lenders and ....................... as
provided in the Loan Agreement against any loss or damage by theft, fire,
lightning earthquake, explosion, riot, strike, civil commotion, storm, tempo,
flood, marine risk, erection risk, war risk and such other risks as Lender
shall, from time to time, require with as insurance company or companies. The
Borrower shall deliver to the Lender the policies of insurance duly assigned to
the Lender and man insurance throughout the continuance of the security
presents and deliver to the Lender the renewal receipts the shall duly and
punctually pay all premia and shall not to be done or omit to do or be done any
act which may invalidate or avoid such insurance. In default the Lender bound
to keep in good condition and render man goods and take out/renew such
insurance. Any Lender and any costs, charges and expenses shall, forthwith on
receipt of a notice of demand be reimbursed to the Lender together with interest
theron at the loan agreement by the borrower applicable rate for the loan on
the date of the Loan the date of payment and until such reimbursement by marketable
the said premium paid by the red by the Lender and from the Lender,
the same shall be debited to the
Borrower's loan acoount and be a charge on the said goods.
(ii) The nominees of the Lender shall,
without any notice and at the risk and expense of the Borrower, be entitled at
all times to enter any place where the said goods may be and inspect, value,
insure, superintend the disposal of and take particulars of all or anu part of the said goods and check any statement, accounts,reports
and information.
(iii) In the event of any breach or
default by the Borrower in the performance of its obligations hereunder or any
of terms convenants obligations and conditions stipulated in the Loan Agreement
or the related security documents or the
deeds executed or that may hereafter be executed by the Borrower in favour of
the lender or in the event of the
Borrower failing to pay either the interest or any installment of the Principal
of the Loan, or in the event of the charge or the security created in favour of
the Lender having become enforceable for any reason whatsoever, the Lender or
its nominees shall, in case such breach or default is not remedied by the
Borrower to the satisfaction of the Lender within a period of fifteen days from
the date of intimation by the Lender of such breach or default or such extended
time as may be granted by the Lender in writing, without any notice and without
assigning any reason and at the risk and expense of the Borrower and if
necessary as Attorney for and in the name of the Borrower seize, recover,
receive and remove them and or sell by public auction or by private contract,
despatch or consign for realisation or otherwise dispose of or deal with all or
any of the said goods and to enforce, realise, settle, compromise and deal with
any rights or claims relating thereto without being exercise any of these
powers or be liable for any losses in the or non-exercise thereof and without
prejudice to the Le and remedies of suit or otherwise. Notwithstanding any pen
or other proceeding, the Borrower undertakes to give immediate possession to
the nominees of the Lender on demand of the said goods and to transfer and to
delivery to the Lender all relative bills, contracts, securities and documents
and the Borrower hereby agreed to accept the Lender's account of sales and realizations
as sufficient proof of amounts realised and relative expenses demand by the
Lender any short fall or dericia Provided, however, that the Lender shall not
be or responsible for any loss, damage or deprem goods may suffer or sustain on
any account
as the exclusive property of the
Lender specifically appropriate to this security and be dealt with only under
the directions of the Lender and the Borrower shall not create any charge,
mortgage, lien or other encumbrance upon or over the same or any part thereof
except in favour of the Lender nor suffer any such charge, mortage, lies or
other encumbrance or any attachment or distress to affect the same or any part
thereof nor do or allow anything that may prejudice this security be at liberty
to incur all costs and expenses as may be necessary to preserve this security
and to maintain the same undiminished and claim reimbursement thereof mentioned in sub-clause (i) hereof provided
that except to the ex permitted by the Lender, the Borrower shall not sell all
or any of The Borrower shall on any and every such sale pay to the Lender, if
so it, the net proceeds of the sale or disposal in satisfaction so far as the
extend, of the monies, due and payable by the Borrower to the Lender provided
that the Borrower may without payment to
the Lender, if the Lender so agree the outmoded equipment by equipment of
equivalent or greater value.
(vi) The Borrower shall, whenever
required by the Lender give full particulars to the Lender of all the assets of
the Borrower and of the said goods and shall furnish and verify all statements,
reports, returns, certificates and information from time to time and as
required by the Lender and may furnish and execute all necessary documents to
give effect to this security.
(vii) This security shall be a
continuing security for repayment of the Loan together with all interest,
commitment charges, liquidated damages, premia on redemption and repayment or
payment of all other monies due to the Lender under the loan agreement and
these presents and shall not affect, impair or discharge lie liability of the
Borrower by winding up (voluntary or otherwise) or by any merger or
amalgamation, reconstruction or otherwise of the Borrower with any other company
or take over of the management or nationalisation of the undertaking of the
Borrower.
(viii) The Borrower hereby declares that the
said goods are and will at all time be
the absolute property of the Borrower at the sole disposal of the borrower at the
sole disposal of the borrower and subject to the charges created and/or to be
created with the specific permissions of the Lender be free from any charges,
trust, pledge, lien, claim and as to future goods the same shall likewise be
unencumbered, absolute and disposable property of the Borrower with full power
of disposition over the same provided
that the Borrower shall be entitled at all times to sell Banker's goods in the
ordinary course of business and also Banker's goods by way of first charge in favour
of its Banker layout of the Bankers to
rank in priority over the charge necessity
(ix) The Borrower hereby appoints the
Lender as its ante the lendor to act for and in the name of the Borrower to do
w may be required to do under these presents and generally to are and will at
all disposal of the Borrower specific permission
aim or encumbrance encumbered,
absolute and disposition over the same
sell or dispose of the nd also to hypothecate
the ls Bankers, such charge(s) hereby created.
attorney and authorization to do whatever the Borrower literally to use the name of the Borrower.
Borrower
in the exercise of all or any of the powers by these presents conferred on the
lender and the borrower shall bear the expense that may be incurred in the
regard.
(x)
Nothing herein shall prejudice the rights or remed respect of any present or
future security, guarantees, obligation indebtedness or liability of the
Borrower to the Lender.
(xi)
The provisions contained herein shall be read in coni provisions of the loan
agreement as amended from time to time of any inconsistency or repugnancy the
latter shall prevail to all intent
In
witness whereof the Borrower has caused its common seal to be affixed hereto on
the day, month and year first above written.
Witnesses Borrower
1……………….
2………………
Lendor
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