......(hereinafter referred to as the mortgagee which term shall include unless the context otherwise requires his heirs, executors, legal representatives and assigns) of the other part.
Whereas the mortgagor is in urgent need of capital for the purpose of its business.
Whereas at a meeting of the Board of Directors of the mortgagor, held at its registered office on
.............
day of
.........it was resolved that a sum of Rs
..........
be raised as the loan on security of all the assets of the mortgagor by creating floating charge thereon. And whereas the mortgagee has agreed to lend and advance the same sum of Rs
...............upon the security of the entire undertaking of the mortgagor as hereunder created. Now this Indenture witnesses that in pursuance of the said agreement and in consideration of the loan of Rs
........
advanced by the mortgagee to the mortgagor simultaneously with the execution of these presents, the mortgagor doeth hereby covenant with the mortgagee to repay the same on the
...............day of
.............
2005 and shall meanwhile until such repayment pay interest thereon at the rate of
..............
per cent per annum.
And this Indenture further witnesseth that in pursuance of the said agreements and the consideration aforesaid the mortgagor doeth hereby grant, convey, transfer, assure, assign and confirm unto the MORTGAGEE free from all encumbrances all the furniture, materials for manufacture, stores, stocks whether in process or otherwise, manufactured goods, machinery, fixtures, fittings, tools, implements, goods, chattels and effects which now or hereafter may belong to or be used or acquired by the mortgagor in its said business whether mentioned in the said Schedules hereunder written or not with all accessories, additions, substitutes, replacements and the assets and book debts the particulars whereof are entered in the books of account of the said business of the mortgagor and all moneys receivable by the mortgagor by sale of their shares and/or by way of calls on shares or otherwise in connection with the said business of the mortgagor and all securities for money and the benefit of all existing contracts and orders for the supply of articles and things manufactured by them in their said business and all goods, chattels and things which now are or may hereafter during the continuance of this security be placed or brought into or manufactured for the purposes of the said business of the mortgagor whether in substitution of the goods, chattels and things mentioned in the said schedules or otherwise also all the debts, securities, moneys, properties, freehold or leasehold and assets which now belong or hereafter may belong to the mortgagor together with all the sheds, structures and factories as belong to the mortgagor and as shown in the map or plan annexed hereto and all the estate, right, title, interest, claim, demand whatsoever both at law and in equity of the mortgagor in the properties hereinbefore mentioned and hereby transferred, assigned and assured and all deeds, documents and other evidence of title which in any wise relate or may relate hereafter to the said properties transferred and assigned (all the said properties transferred, assured and assigned by these presents being collectively hereafter referred to them as the mortgaged property) subject to the proviso that if the mortgagor shall pay on or before the
.........day of
............the said sum of Rs
..............
with interest thereon at the rate of
........
per
annum
and all other sums of money due and payable to the mortgagee under these presents, then and in such an event the mortgagee shall, at the costs of the mortgagor, reconvey and reassure the mortgaged property unto and to the use of the mortgagor at the costs and expenses of the mortgagor. The charge hereunder created shall be a floating charge on all assets of the mortgagor from time to time as a going concern. It will attach on the subject and the undertaking of the company all properties, present and future, as changing from time to time in the varying condition in which the same will happen and shall crystallise only on liquidation unless the same is for the purpose of reconstruction or in the event the interest or capital hereunder advanced falling in arrear.
The mortgagor shall, during the subsistence of the security created by these presents, regularly and punctually pay from its business or otherwise all income-tax, sales tax, all such rates, taxes, assessments and impositions which now is or are or may hereafter be payable in respect of the said business and the premises where the said business are now or may hereafter be carried on and/or the mortgaged property or any portion thereof may be kept, stored or stocked as and when the same shall from time to time become due and payable and produce the receipts or other papers showing such payments to the mortgagee for its inspection and in default of payment as aforesaid of the same by the mortgagor the mortgagee may in its discretion pay the same and add the same to its claim and further that the mortgagor shall neither terminate nor accept the termination of its tenancy nor its surrender which it now have or may hereafter have, nor give up possession of the premises where the said business of the mortgagor is now or may hereafter be carried on or where the mortgaged property are now or may hereafter be situate, stored or kept without the consent in writing first had and obtained by the mortgagor from the mortgagee.
1. That these presents shall be a continuing security and the charge shall float on all properties, assets and credits of the mortgagor from time to time for all loans and advances made and to be made by the mortgagee to the mortgagor on the footing of these presents until the mortgagor shall redeem the security hereby created.
2. It shall be lawful for the mortgagee on the execution of these presents at all times upon 24 hours notice during the continuance of this security to enter into or upon the premises where the business of the mortgagor are or may be carried on or wherein the mortgaged property or any part thereof may be kept to view the state of the conditions thereof and to take inventories and/or inspect accounts and other books of the company and to take copies or abstracts thereof. It shall further be lawful for the mortgagee, its servants or agents to take possession of all or any part or portion of the mortgaged property hereby charged and either to remove the same or to remain in possession thereof without removing the same and at its option to carry on the said business of the mortgagor through the mortgagor without being answerable for any loss on the account and for the benefit of the mortgagee or allow the mortgagor to carry on the same subject to such superintendence and control as the mortgagee may think fit to exercise and also
relinquish
possession of the mortgaged property and again to retake and retain possession thereof without invalidating the securities hereby created and without being answerable for any loss which may happen in or about the exercise or execution of any of the powers conferred on the mortgagee by these presents or by any statute or for any loss which may happen by reason of any involuntary mistake whether of law or fact or by reason of circumstances over which the mortgagee has no control and all moneys expended by the mortgagee in that behalf shall be added to moneys hereby secured and bear interest at the rate of 12 per cent, per annum as aforesaid and after the moneys secured by these presents have become due and payable under these presents all moneys received by the mortgagee by the sale of the mortgaged property and/or all or any assets, properties or goods, whether or not seized or taken possession of, shall be appropriated towards the claim of the mortgagee notwithstanding any thing herein contained.
3. It shall be lawful for the mortgagee after the moneys secured by these presents shall become due and payable under the provisions of these presents to sell the mortgaged properties or any of them either in one lot as a going concern or in separate lots pursuant to the powers of sale conferred on bailees or
pledges
by the Indian Contract Act or under any other law in force and thereafter to appropriate the sale proceeds towards the claim of the mortgagee and any notice addressed to the mortgagor at its registered office under registered cover shall be sufficient for the purpose of the said Act and shall be deemed to have been served when in the usual course such registered cover should have been received by the mortgagor if properly addressed at the registered office and put into post office.
4. That the mortgagor shall give all necessary and effective authority and power under the Articles of Association of the mortgagor to enable the mortgagee to make call for the uncalled money due on the shares allotted or to be allotted. That the mortgagor shall, during the continuance of the security created by these presents at all times, keep the mortgaged property of the same value as they are now and shall also keep the mortgaged property insured against loss or damage by fire or theft or burglary for the full value thereof in the joint names of the mortgagor and the mortgagee and shall duly and punctually pay from its business or otherwise all premiums and moneys payable to keep up the said insurance and shall on demand produce to the mortgagee the policy or policies of insurance and the receipts for every such payment of premium and that in default of effecting or keeping up such an insurance, it shall be lawful for the mortgagee to insure and keep insured the mortgaged property or any part thereof for such sum as it may think fit and add to its claim under these presents all costs, charges and expenses in connection with the insurance unless these costs, charges and expenses are repaid on demand by the mortgagor which the mortgagor hereby covenants to repay on demand and that all moneys which may be received in respect of the said insurance policies or any of them shall either be applied in making good the loss or damage or towards the discharge of the moneys that may be due and owing to the mortgagee by virtue of these presents.
5. The mortgagor shall, so long as it shall carry on the said business keep and submit to the mortgagee and when required statement of stocks and goods comprised in the mortgaged property and accounts and any other information which the mortgagee may require duly certified by the auditors and two directors.
6. That the mortgagee shall not be bound to exercise all or any of the powers hereby conferred on it and the exercise of any of the said powers shall not prejudice or affect the rights of the mortgagee under these presents for the recovery of the moneys hereby secured and/or for the realisation of the bills and properties hereby charged by a suit or otherwise.
7. That the mortgagee shall be at liberty to have a Receiver appointed of the mortgaged property in case it may have to file a suit in respect of any matter arising under these presents and the mortgagor shall not object to the appointment of such Receiver on sufficient security and usual remuneration.
8. The mortgagor shall always keep the mortgagee duly informed as to the whereabouts of the mortgaged property and every portion thereof and the mortgagor covenants and declares that the mortgaged properties are not subject to any lien, attachment, encumbrances or
dispenses
that the value of the mortgaged properties is not less than Rs
..........
estimated and calculated at the present market rate.
9.
And that the mortgagor has authority to grant transfer, assure, assign and confirm the mortgaged property hereby granted, transferred, assured and assigned and confirmed or expressed or intended so to be unto the use of the mortgagee in the manner aforesaid and the mortgagor further covenants that the security created by these presents will attach to the mortgaged property and continue during the subsistence of this security although the mortgaged property or any portion thereof may be removed from the premises where they are now and attached to or embedded in some other premises and that the mortgagor further covenants that it shall at its own cost and at the request of the mortgagee do and execute or cause to be done or executed all such acts, deeds and things as may at any time hereafter or from time to time be reasonably required by the mortgagee for further and more perfectly transferring, assuring and assigning and confirming the mortgaged property and every part thereof so as to protect and preserve the security created by these presents unto and to the use of the mortgagee in the manner aforesaid.
......of
X
Co.
Ltd. in the presence of:
Signed, sealed and delivered by
CD the mortgagee in the presence of: