THIRD ADDENDUM TO DEED OF ASSIGNMENT
(Company Contract)
THIS ADDENDUM TO DEED OF ASSIGNMENT is made the ____ day of February, 2001:
BETWEEN:
THIS ADDENDUM TO DEED OF ASSIGNMENT is made the ____ day of February, 2001:
BETWEEN:
1. COMPANY 1,
address________________
( as “the Borrower”); and
2. BANK 1
Address_____________________
(as the Agent for the First Syndicated Lender, Agent for the Second Syndicated Lenders and the Security Agent for the benefit of the Lenders);
3. BANK 2
address________________________.
(hereinafter also referred to as “BANK 2”)
4. BANK 3
address_________________.
(hereinafter also referred to as “BANK 3”)
5. BANK 4
address_________________.
6. BANK 5
address_________________.
7. BANK 6
address_________________.
8. BANK 7
Address_________________
10. COMPANY 2
Address________________
11. BANK 8
Address________________
12. BANK 9
Address________________
AND
13. BANK 10
address_________________.
14. BANK 11
address_________________.
15. Company 2
address_________________.
16. BANK 12
address_________________.
17. BANK 13
address_________________.
18. BANK 13
address_________________.
(The Parties Nos.3-9 shall collectively be referred to as “the First Syndicated Lenders”, the Parties Nos.10-18 shall collectively be referred to as “the Second Syndicated Lenders” and the Parties Nos. 3-18 shall collectively be referred to as “the Lenders”).
WHEREAS
A. By a Facility Agreement dated 27th August, 1998 with all modifications thereof executed between the First Syndicated Lenders and the Borrower (“the First Facility Agreement”), the First Syndicated Lenders have granted to the Borrower loans of an aggregate maximum sum of Tk. 598,500,000.00 (Taka five hundred and ninety eight million and five hundred thousand) only (“the First Syndicated Loan”) and as security, inter alia, for the First Syndicated Loan, the Borrower and the First Syndicated Lenders have executed a Deed of Assignment dated 29.08.98 with all the modifications thereof (“the Deed of Assignment”), by which the Borrower as beneficial owner assigned to the Agent for the benefit of the First Syndicated Lenders, on a pari passu basis, the benefits under the Contract dated 01st February 1999 made between the Borrower and Fujitsu Limited (“the Fujitsu Contract”) and the full rights and benefits thereof and all moneys payable to the Borrower thereunder on the terms and conditions set forth in the Deed of Assignment.
B. By a Facility Agreement executed as on even date between the Second Syndicated Lenders and ourselves (“the Second Facility Agreement”), the Second Syndicated Lenders have agreed to grant us a loan in an aggregate maximum amount of Tk. 820,000,000.00 (Taka eight hundred and twenty million) only (“the Second Syndicated Loan”) and as security for the Second Syndicated Loan, the Borrower has agreed to make a further assignment of the benefits under the Fujitsu Contract in favour of the Second Syndicated Lenders.
C. The First Syndicated Lenders have agreed to the further assignment made by the Borrower of the Fujitsu Contract to the Second Syndicated Lenders and in pursuance to the above, this third modification is made to the Deed of Assignment under the terms and conditions set forth hereunder.
NOW THIS DEED WITNESSES as follows:
1. That in consideration of the Second Syndicated Lenders agreeing to grant to the Borrower a loan of Tk. 820,000,000.00 (Taka eight hundred and twenty million) only, the Borrower hereby creates a further assignment of the Fujitsu Contract in favour of the Second Syndicated Lenders by this Addendum, as security for the Second Syndicated Loan under the Second Facility Agreement, including and not limited to all interests, charges, fees and expenses stipulated thereunder.
2. The First Syndicated Lenders and the Second Syndicated Lenders hereby agree and confirm that the assignment under the Deed of Assignment in favour of the First Syndicated Lenders and the Second Syndicated Lenders shall be shared on pari passu basis.
3. Each of the parties hereto covenants, undertakes and agrees with the Second Syndicated Lenders that by the Second Syndicated Lenders’ execution of this Addendum the Second Syndicated Lenders shall become a party to the Deed of Assignment and shall be entitled to all the rights and privileges provided thereunder.
4. The Second Syndicated Lenders covenant, undertake and agree that by execution of this Addendum, they will become parties to the Deed of Assignment and shall be subject to the same obligations of any nature whatsoever as a lender to the Deed of Assignment and shall assume, keep, observe and perform, duly and punctually, all terms, covenants, undertakings, agreements, provisions and conditions in the Deed of Assignment.
5. The Borrower hereby covenants that it shall furnish the relevant notice and acknowledgement of this Assignment by Fujitsu Incorporated in favour of the First Syndicated Lenders and the Second Syndicated Lenders in the format attached herewith.
6. The Second Syndicated Lenders hereby confirms that they have received a copy of the Deed of Assignment and the modifications.
7. The parties hereto agree that the provisions of Deed of Assignment and the modifications thereof, which have not been amended by this Addendum shall remain effective and binding on the parties hereto, including their respective successors-in-interest and assigns.
IN WITNESS WHEREOF THIS ADDENDUM HAS BEEN DULY EXECUTED ON THE _____ DAY OF February, 2001.
BORROWER/ASSIGNOR COMPANY 1
By_________________________________
Name : Mr. S.
Title :
Address :
Telephone No. :
Fax No. :
WITNESS : By__________________________________
Name :
Title :
Address :
AGENT FOR FIRST SYNDICATED
LENDERS, AGENT FOR FIRST
SYNDICATED LENDERS AND
SECURITY AGENT FOR
ALL LENDERS
BANK 1
By__________________________
Name :
Title :
Address :
Telephone No. :
Fax No. :
WITNESS : By ________________________________
Name :
Title :
Address :
FIRST SYNDICATED LENDERS
BANK 1
By__________________________
Name : Title :
Address :
Telephone No. :
Fax No. :
WITNESS : By ________________________________
Name :
Title :
Address :
BANK 2
By_________________________________
Name : Title :
Address
Telephone No. :
Fax No. :
WITNESS : By ________________________________
Name :
Title :
Address :
BANK 4
By_________________________________
Name :
Title :
Address :
Telephone No. :
Fax No. :
WITNESS : By ________________________________
Name :
Title :
Address :
BANK 5
By_________________________________
Name :
Mr. ____________
WITNESS : By ________________________________
Name :
Title :
Address :
COMPANY7
By_________________________________
Name :
Title
Address :
Telephone No. :
Fax No. :
WITNESS: By ________________________________
Name :
Address :
BANK 7
By_________________________________
Name :
Title :
Address : ,
Telephone No. :
Fax No. :
WITNESS: By ________________________________
Name :
Title :
Address :
Company 2
By ________________________________
Name : ___________________
Title :
Address :
WITNESS : By ________________________________
Name :
WITNESS : By ________________________________
Name :
Title :
Address :
WITNESS : By ________________________________
Name : ____________________
Title :
Address :
BANK 8
By_________________________________
____________________.
Title : Managing Director
Address :
Telephone No. :
Fax No. :
WITNESS: By ________________________________
Name : ________________
Title :
Address :
WITNESS: By ________________________________
Name :
Title :
Address :
BANK 5
By_________________________________
Name : ________________________ Title : Managing Director
Address :
Telephone No. :
Fax No. :
WITNESS : By ________________________________
Name :
Title :
Address :
BANK 6
By ________________________________
Name : ___________________
Title :
Address :
Telephone No. :
Fax No. :
WITNESS : By ________________________________
Name :
Title :
Address :
WITNESS : By ________________________________
Name : Title :
Address :
And
Others
WITNESS : By ________________________________
Name : _____________________ Title :
Address :
WITNESS : By ________________________________
Name : Title :
Address :
SCHEDULE
NOTICE & ACKNOWLEDGEMENT
To: Dated :
_____________________
_____________________
Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to them in the Deed of Assignment described hereunder in the first paragraph of this instrument.
Please be notified that by a Deed of Assignment dated ______________ with the addendums thereof, Company 1 the Borrower, has assigned the full rights, benefits and all moneys under the Fujitsu Contract in favour of the First Syndicated Lenders and the Second Syndicated Lenders on pari passu basis.
Pursuant to the above, please take notice that the Fujitsu Contract has been assigned by us to the First Syndicated Lenders and the Second Syndicated Lenders and you are requested to acknowledge receipt of this notice by countersigning this notice as provided below.
___________________________
Assignor
We, _______________________________of ________________________________, do hereby acknowledge receipt of the aforesaid notice of assignment dated ________________.
___________________________
Contractor
Drafted by:
For: “The Lawyers & Jurists”
M.L.Hotel Tower Ltd,208,Shahid Syed Nazrul Islam Sarani,
Bijoy Nagar, Dhaka-1000.
www.lawyersnjurists.com