RE: Cancellation of Drawing Arrangement Agreement between Company 1 and Bank 1.
We refer to your letter no. …………. dated January 09, 2007 and our legal opinion no. …………… dated 12.12.2006 on the above subject.
From perusal of your letter, it is apparent that in compliance with our said legal opinion BANK 1 has sent a letter no. …………… dated 08.01.2007 to COMPANY 1, UK (“the Exchange Company”) asking them to provide an undertaking. You have sent us a draft undertaking, which is to be provided by the Exchange Company and have asked us to vet the same.
We have perused the draft undertaking. Our comments on the same is given below:
The undertaking has some drafting errors. As such, we suggest the following changes.
The first paragraph be deleted and replaced with the following:
“We, COMPANY 1, UK, refer to our letter dated 28.10.2006 to Bank 1 requesting BANK 1 to terminate the Drawing Arrangement Agreement dated 23.01.2006 made between BANK 1 and us. In the said letter, we also requested BANK 1 to refund the Security Deposit and Balance maintained in our NRT Account with the Motijheel Branch of BANK 1. BANK 1 vide their letter no. …………… dated 08.01.2007 has informed us that they would consider our proposal if we give an undertaking containing the conditions specified in their letter.”
Please delete clauses 1-5 of the undertaking and replace with the following:
“1. That we have stopped receiving any remittance from the general public under the Drawing Arrangement Agreement with BANK 1. And we also undertake that we shall not receive any remittance in future from the general public under the Drawing Arrangement Agreement with BANK 1.
3. That we have stopped using BANK 1’s Private Test Key and have returned the original key to BANK 1. We also confirm that we do not have any copy of the said Test Key and in the event that, it is found out later that, any copy of the said Test Key is lying with us through mistake then we undertake to destroy that copy immediately.
4. That we have stopped using BANK 1’s name, logo etc. in all branch of our Company and undertake not to use the same in future.
5. That we have returned to BANK 1 all confidential information in connection with BANK 1, and if at a later date, it is found out that, there are further confidential information lying with us through mistake then we undertake to return the same to BANK 1.
6. That we have paid/settled all amount due to BANK 1 in relation to the Drawing Arrangement Agreement.
In the first line of the last paragraph of page 1, please delete the word “humbly”.
Please ensure that this undertaking is executed on non-judicial stamp of taka 150 (Tk. one hundred fifty).
No other documents need to be executed between the parties to effect the termination. But we repeat our previous advise that BANK 1 should inform Bangladesh Bank that they have terminated the remittance arrangement with the Exchange Company and ask Bangladesh Bank to withdraw their approval letter dated 25 December 2005.
If you have any further inquiries, please do not hesitate to contact us.
For: “The Lawyers & Jurists”