Pari Passu agreement

This Agreement made this day of among M/s a Company incorporated under the , having its Registered Office at (hereinafter called "the Borrower") of the one part;

, a Body Corporate wholly owned by Government of India having its Central Office at and a Branch Office at (hereinafter called ) of the second part;

having its Registered Office at(hereinafter called ) of the third part;

In this Agreement the terms, "Borrower", and shall wherever the context so admits mean and include their respective assigns, administrators, attorneys, receivers and successors in interest.

1. WHEREAS by a Joint equitable mortgage created on in favour of (hereinafter referred to as "The Joint Equitable Mortgage") and hypothecation deed dated made between the borrowers of the one part and of the other part (which joint equitable mortgage and hypothecation deed are hereinafter jointly and severally referred to as "The said Mortgage") for the consideration therein mentioned, the borrower has covenanted to repay to the sum of to be advanced as cash loan and has also covenanted to pay interest on the said sum of at such rate as may be specified from time to time.

2. WHEREAS by the said joint equitable mortgage dated made between the Borrower of the one part and of the other part and Hypothecation Deed dated made between the borrower of the one part and of the other part of the consideration therein mentioned, the borrower has also covenanted to repay the loan of advanced and to be advanced together with interest therein at such rate as may be fixed by from time to time. The Joint equitable mortgage created on and hypothecation deed dated are hereinafter jointly and severally called as ("The Mortgage").

3. WHEREAS by the said mortgage and the said mortgage, the Borrower granted, conveyed, assigned and assured unto and the land and buildings (therein referred to as "the land and buildings") with their appurtenances as also the plant and machinery (therein referred to as "the plant") to hold the said land and buildings and the plant and machinery.

4. WHEREAS it was agreed by and between the parties hereto that simultaneously with the execution of the said mortgage and mortgage, a pari pass agreement being these presents should be entered into by and between the parties hereto for the purpose and in the manner hereinafter appearing.

Now These Presents Witnesse and it is hereby agreed by and between the parties hereto as follows:

i. Notwithstanding anything to the contrary contained in the said mortgage, the said mortgage and the rights of and inter se in respect of the securities created by the said mortgage and mortgage and mentioned in the respective schedules thereto (hereinafter referred to as "the mortgaged premises") shall rank pari passu.

ii. During the subsistence of the said securities referred above, all insurance policies in respect of the mortgaged premises shall be taken out in the joint names of the borrower viz., M/s. and shall be held by / for the benefit of both and so that in case of any moneys becoming due and payable under such insurance company or companies concerned shall be received in the first instance by and shall, subject to the mutual consent of and be applied either to the repairs, reinstatements or replacement of the property and premises so damaged or destroyed or towards the repayment of the dues of and from the borrower in the manner provided in the succeding paras herein.

iii. All the title deeds in respect of the mortgaged premises shall remain/continue to remain in the custody of / and the title deeds shall be made available to / as and when required by / .

iv. Prior to taking any action for enforcement of the aforesaid securities, and shall duly inform the other of the same and each of them shall consult the other in respect of all matters pertaining to the security aforesaid, so far as the same is practicable without affecting its own rights and each of them shall at all times keep the other informed of all serious and important matters coming to its knowledge relating to the mortgaged premises or any part or proportion thereof or otherwise relating to the Borrower.

v. All money resulting from the enforcement of mortgage or mortgage (hereinafter collectively referred as "the said securities") or the amounts realised in respect of any policies of insurance or any other realisation from the said securities either by enforcement or otherwise shall be applied in the manner hereinafter appearing.

(a) Firstly, all costs, charges and expenses incurred by the mortgages ( & ) for and incidental to the enforcement of the said securities or realisation of receipt of such moneys.

(b) Secondly, the balance of such moneys shall - in the event of moneys available for distribution to and being Sufficient to pay to them, the full amount of the money due under the said securities be applied simultaneously in the payment to and the full amounts respectively due to each.

-in the event of moneys available for distribution to and being Sufficient to pay to them the full amount of moneys due under the said securities, the moneys available shall be applied pari passu as nearly as may be practicable towards payment to and the amounts due to them without any preference or priority whatsoever. The amount distributable to and shall bear to the total distributable amount the same proportions which the outstanding amount of or bear to aggregate of the outstanding amount due to them by the borrower under the said securities.

(c) Thirdly, the surplus if any out of such moneys shall be paid to the person or person entitled thereto thereof for otherwise relating to the Borrower.

vi. If at any time during the currency of the respective advance by or the borrower commits any default in payment of their respective mortgage debt or in observance or performance of any covenant or condition contained in the said mortgage or the said mortgage as the case may be and either or in pursuance of the powers received to them decide to take over the Management of the Borrower or to enforce the right to sell the mortgage premises or any part thereof or to exercise any other rights conferred by mortgage or mortgage then and in such case, and shall consult each other before enforcing such securities or exercising such powers. If at any time in the course of enforcing the securities, or decides to appoint a receiver in exercise of the powers reserved therefore in the said mortgage and mortgage respectively, then neither nor shall appoint such receiver except in consultation with the other.

vii. Pursuant to the permission in writing that may be jointly given by and to the Borrower to sell any assets forming part of the mortgaged premises, if the Borrower sells such assets, the sale proceeds realised by the Borrower out of the same of such assets shall subject to the mutual consent of and either be utilised in acquiring additional capital assets or paid by the Borrower to in the first instance and shall hereafter utilise and adjust such sale proceeds in the same manner as provided in the preceding paras.

viii. Any compensation money for acquisition of the mortgaged premises or any of them or any part or portion thereof or any other net realisation from the said securities (either by enforcement or otherwise) shall be applied in the same manner as provided in the preceding paras.

ix. The Borrower doth hereby confirm these presents and undertake that during the subsistance of the securities created by the borrower in favour of and , the borrower shall not do or suffer to be done or be party or privy to any act, deed, matter or thing which may in anyway prejudicially affect the securities and right of and .

x. It is hereby agreed by and between the parties hereto that the provisions contained in or implied by the said hypothecation and hypothecation deed shall be read and construed in conjunction with these presents and shall be regarded as modified accordingly.

In Witness Whereof the parties have executed these presents on the day, month and year first above written.

Signed and delivered by M/spursuant of a Resolution

of Board of Directors held on

in the presence of

(1)

(2)

For

(1)

(2)

Borrowers

Signed and delivered by by the hand of

Shri

of its duly authorised officer in the presence of

(1)

(2)

For

MANAGER

Signed and delivered by by the hand of

Shri

of its duly authorised officer in the presence of

(1)

(2)

For Bank/Financial Institution

MANAGER