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Agreement 2

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AGREEMENT

This Agreement is made on this the ______ day of __________, 2024 at _________ between:

1. Dr Nandhimandalam Bobby, S/o. Mr. N. Venkata Raju, aged about 34 years, Occupation:

Doctor, R/o. ______________________________________(hereinafter referred to Owner No.1)

2. Mr. Nandhimandalam Venkata Raju, S/o. Chinna Subba Raju, aged about 68 years,

Occupation: _______, R/o. ______________________________________(hereinafter referred to


Owner No.2)

3. Dr Nandhimandalam Sheesham Singh, W/o. Mr. Nandhimandalam. Bobby, aged about 30

years, Occupation: Doctor, R/o. ______________________________________(hereinafter


referred to Owner No.3)

(Hereinafter collectively referred to as Owners)

AND

M/s Inbuild Con, a partnership firm consisting of (1) ___ (2) ___ (3) ___ as partners carrying on
business at ______ hereinafter referred to as the ‘Facilitator’ of the Other Part ;

WHEREAS, the Owner No.1 owns an immovable property consisting of a plot of land
admeasuring _______ square yards situated at ______________________, and intends to construct
a hospital thereon having obtained approval to construct 04 (four) floors. with a building thereon
and situated at ______ made a part hereof, together with the improvements now or hereafter erected
thereon.

WHEREAS, the Owner No.2 owns an immovable property consisting of a plot of land
admeasuring _______ square yards situated at ______________________, and intends to construct
a hospital thereon having obtained approval to construct 04 (four) floors. with a building thereon
and situated at ______ made a part hereof, together with the improvements now or hereafter erected
thereon.
WHEREAS, the Owner No.3 owns an immovable property consisting of a plot of land
admeasuring _______ square yards situated at ______________________, and intends to construct
a hospital thereon having obtained approval to construct 04 (four) floors. with a building thereon
and situated at ______ made a part hereof, together with the improvements now or hereafter erected
thereon.

WHEREAS, the Owners are currently running a hospital under the name and style of Dr. Bobby
Multi Speciality Hospital and in furtherance to the Agreement dated _________ entered between
the Facilitator and the Owners, the Owners are desirous to further construct 02 more floors to the
existing floor and requested the Facilitator to fund construction of the additional floors amounting
to Rs. ____ with an assurance to repay the Facilitator the total sum funded by the Facilitator, i.e., an
amount of Rs.________________, i.e., an amount of _________ funded by the Builder vide
Agreement dated _________ and an amount of Rs._________ funded by the builder as mentioned
in this agreement and the Builder agreed to do on the following terms and conditions :

NOW THEREFORE, in consideration of the mutual covenants, terms and conditions and
understandings set forth hereinafter this agreement, both the parties agree as under:

1. The Facilitator agrees to fund to the Owner and the Owner agrees to borrow from the
Facilitator an additional sum of Rs. ______ for further construction of _____ floors.

2. The Owner understands that he is liable to the Facilitator for repayment of the funded total
amount of Rs.___________(Principal Amount) comprising of Rs.__________ funded for
construction of _____ floor and Rs._____________________ funded for construction of
additional funds as per this agreement.

3. The Owner agrees that he will pay interest on the said Principal Amount at the rate of ____
percent per annum from the date of funding till repayment thereof by the Owner to the
Facilitator.

4. The interest at the rate aforesaid will be paid every month and in the event of default in
paying interest, the Facilitator will be entitled to charge interest on the amount of interest
in arrears by way of compound interest at the same rate as aforesaid so that the interest in
arrears will be capitalised by way of compound interest carrying interest thereon as
aforesaid. It is agreed and declared that in the event of Owner committing default in
payment of any instalment of interest or committing breach of any other term of this deed,
the whole of principal amount then due with interest thereon will at the option of the
Facilitator become payable forthwith as if the said date had expired. This, however, will be
without prejudice to the right of the Facilitator to take action for recovery of the debt and
the interest in arrears by any process of law available to them.

5. The said principal amount will be repayable with interest as aforesaid within ___ years
from the date of funding(Transaction). If the transaction is not so completed then, without
prejudice to the right of the Facilitator to terminate the agreement dated _________, this
agreement, the Facilitator will be entitled to charge interest at the rate aforesaid on the said
amount of principal from the expiration of the said period till the date of re-payment by
the Owner.

6. Both the parties agree that in the event of the Owner failing to pay the said principal
amount with all interest and other moneys when the same shall become due and payable
under these presents, the Facilitator will become entitled to have the said scheduled
property sold through any competent court and to realise and receive the said amount out
of the net sale proceeds of the said scheduled property.

7. The repayment of the said amount of said principal amount with interest and all costs,
charges and expenses becoming payable by the Owner will be secured by a first lien of the
said property in the Schedule hereunder written.

8. The Owner hereby covenants with the Facilitator that he the Owner will repay to the
Facilitator on the _____________day of every month the said principal amount with
interest and all other moneys due and payable hereunder with interest thereon.

9. The Owner hereby offers his property as security for repayment of the said principal
amount with interest and all other moneys due and payable hereunder with a condition that
on the Owner repaying the said principal amount with all interest and other moneys due to
the Facilitator the Owner will redeem the said scheduled property from the security.
10. It is further agreed and declared by the Owner that he shall also be liable to pay and shall
pay all the costs, charges and expenses that the Facilitator will incur for the protection of
the security and or for the realisation of the amount and the same shall be deemed to form
part of the amount and the security there for as aforesaid.

11. It is further agreed that during the pendency of the security hereby created and until
repayment of the amount, the Owner will get insured and keep insured the buildings and
structures standing on the said land against loss and damages due to fire or any other
accident in the sum of at least Rs._____________ with Insurance Company of repute and
pay all premium on the insurance policy as and when it becomes due and payable in
respect thereof to such Insurance Company and shall hand over the policy to the
Facilitator duly endorsed in his name as assignee and in the event of the Owner failing to
do so or to pay the premium, the Facilitator will be entitled to insure the said buildings and
structures and/or to pay the premium thereon and the amount paid by the Facilitator in
respect thereof will be deemed to form part of the amount.

12. It is further agreed that in the event of the said scheduled property being destroyed or
damaged by fire or any accident as aforesaid. The Facilitator will be entitled to receive the
insurance claim under such policy to the exclusion of the Owner and to appropriate the
same first towards all arrears of interest and then the principal amount or as any part
thereof as may be sufficient to pay the amount due and if any surplus remains the same
only will become payable to Owner.

13. The Owner will also execute any other documents, by way of declaration or otherwise as
will be required by the Facilitator’s Advocate to safeguard the interest of the Facilitator.

14. The Owner declares that the said property is free from encumbrances and is not subject to
any reservation or acquisition or any litigation.

15. If the title is not made out marketable as aforesaid or the Owner fails to complete the
transaction by execution of the Agreement and any other documents as aforesaid within
the said period or any further period extended by the Facilitator, or commits breach of any
term of this agreement, the Facilitator in addition to cancelling this agreement as well as
agreement dated ______ by fifteen days prior notice to the Owner and will be entitled to
all remedies available at law or in equity.

4. Each of the following shall constitute an Event of Default under this Agreement:

a. If the indebtedness is not paid and performed as and when due or is otherwise in default
or if any interest due on the Loan or Indebtedness is not paid within five (5) days of the
due date provided that no grace period shall be applicable to the interest due at maturity
whether by acceleration or otherwise.

b. The occurrence of an event or condition that constitutes a default under the terms of the
Note, any of the Security Instruments, or any of the other Related Documents, including
a default or event of default under the Guaranty by any party obligated thereunder.

c. If the Owners fail to keep, perform, observe, or comply with any covenant, agreement,
term, or condition that the Owners are required to keep, perform, observe, or comply
with under provisions of this Agreement, any of the Related Documents, or any other
agreement between the Facilitator and the Owners.
d. Any warranty, representation, or statement made or furnished to the Facilitator by or on
behalf of the Owners, any Guarantor, under this Agreement or the Related Documents
(i) is false or misleading in any material respect, either now or at the time made or
furnished, or (ii) becomes false or misleading in any material respect at any time
thereafter.

18.In the event of termination of this agreement as aforesaid or on completion of the transaction
all the costs, charges and expenses incurred by the Facilitator of an incidental to this
agreement will be payable by the Owner alone. All Stamp duty and registration charges of the
Agreements and other documents if any, will be paid by the Owners alone.

19.Upon the occurrence of any Event of Default and at any time thereafter until the cure
thereof, the Facilitator may, at its option, but without any obligation to do so, and in
addition to any other rights the Facilitator may have, do any one or more of the following:
(i) cancel this Agreement; (ii) institute appropriate proceedings to enforce the performance
of this Agreement;(iii) bring an action on the Note and/or Indebtedness; and (iv) exercise
any other right or remedy which it has under this Agreement, the Note, or other Related
Documents, or which is otherwise available at law or in equity or by statute.

20.It is agreed that until all of the Obligations have been fully paid, satisfied and discharged,
the Owner shall:

a. pay or cause to be paid and perform all obligations when due as per this agreement,
agreement dated______ and guarantee agreement.

b. The Owner shall use the Property only for its present use and keep such property in
good condition and order and in an operational state of repair and will make or cause
to be made, as and when necessary, all repairs, renewals, and replacements, structural
and non-structural, exterior and interior, foreseen and unforeseen, ordinary and
extraordinary. The Owner shall not remove, demolish or alter the Property, nor permit
the Property to become deserted or abandoned. The Owner covenants and agrees not
to take or permit any action with respect to the Property which will in any manner
impair the security of this debt.

c. The Owner shall not enter into any leases, licenses or other occupancy agreements
with respect to the Property or any portion thereof.

21. The Owner undertakes that it shall upon the Facilitator repaying the loan obtained by the
Owner from ______ Owner and after ______securing release of documents title mortgaged
with ______ Owner, not sell, convey, pledge, mortgage or otherwise transfer any interest in
the Property or any portion thereof (whether voluntarily or by operation of law), or agree to
do so, without the Facilitator’s prior written consent, including (a) any sale, conveyance,
assignment, or other transfer of (including installment land sale contracts), or the grant of a
security interest in, all or any part of the legal or equitable title to the Property, excluding
repairs or replacements in the ordinary course of business; (b) any lease of all or
substantially all of the Property; or (c) any sale, conveyance, assignment, or other transfer
of, or the grant of a security interest in, any share of stock of the Owner, or any partnership
interest in the Owner, if a partnership, or any membership interest, if a limited liability
entity, except in favor of the Facilitator.

22. The Owner shall keep the Property continuously insured, in an amount not less than the cost
to replace such Property or an amount not less than eighty percent (80%) of the full
insurable value of such Property, whichever is greater, against loss or damage by fire, with
extended coverage and against other hazards as is typical for similar businesses. With
respect to any property under construction or reconstruction, the Owner shall maintain
builder’s risk insurance. The Owner shall also maintain commercial general public liability
insurance, which includes contractual liability insurance for the Owner’s obligations, and
worker’s compensation insurance. All property and builder’s risk insurance shall include
protection for continuation of such income for a period of twelve (12) months, in the event
of any damage caused by the perils referred to above. Such insurance shall also name the
Facilitator, as Agent, as an additional insured under the commercial general public liability
policy and the Owner shall also deliver to the Facilitator a copy of the replacement cost
coverage endorsement.

23. In the event of loss following the occurrence of an Event of Default, the Facilitator shall
have the exclusive right to adjust, collect and compromise all insurance claims related to the
Property and the Owner shall not adjust, collect or compromise any claims under said
policies without the Facilitator’s prior written consent. The Owner agrees that effective upon
the occurrence of an Event of Default, all insurance proceeds may, at the Facilitator’s sole
option, be applied to all or any part of the Obligations and in any order (notwithstanding that
such Obligations may not then otherwise be due and payable) or to the repair and restoration
of any of the Property, other than the Rents, under such terms and conditions as the
Facilitator may impose.

24. The Facilitator shall not be liable for, and the Owners shall indemnify, defend and hold the
Facilitator harmless from and against all losses, costs, liabilities, damages, fines, claims,
penalties and expenses (including reasonable attorneys’, consultants’ and contractors’ fees,
costs incurred in the investigation, defense and settlement of claims, as well as costs
incurred in connection thereof that the Facilitator may suffer or incur as a result of or in
connection with the breach of any representation, warranty, covenant or undertaking by the
Owner in the agreement dated ______ as well as this agreement.
25. Following prior reasonable notice, the Facilitator shall at all times have the right to enter the
Property at any reasonable hour for the purpose of inspecting the order, condition and repair
of the buildings and improvements erected thereon, as well as the conduct of operations and
activities on the Property. In addition to the foregoing inspection right, following an Event
of Default, the Facilitator may enter the Property (and cause the Facilitator’s employees,
agents and consultants to enter the Property), upon prior notice to the Owner, to conduct, the
expense of the Owner, any and all environmental testing deemed appropriate by the
Facilitator in its sole discretion.

26. If an Event of Default occurs, the Facilitator shall have all of the rights afforded it at law or
in equity, including, without limitation, the Facilitator may, at its option and without
demand, notice or delay, do one or more of the following:

a. The Facilitator may (i) enter and take possession of the Property or any part thereof,
exclude the Owner and all persons claiming under the Owner wholly or partly
therefrom, and operate, use, manage and control the same, or cause the same to be
operated by a person selected by the Facilitator, either in the name of Owner or
otherwise, (ii) institute an action for the foreclosure of this debt and the sale of the
Property pursuant to the judgment or decree of a court of competent jurisdiction, (iii)
sue out on this debt and proceed thereon against the Property and the interests of the
Owner therein to execution and sale for the collection and recovery of the Obligations,
(iv) institute and maintain an action on any instruments evidencing the Obligations or
any portion thereof, and (vi) take such other action at law or in equity for the
enforcement of any of the Loan Documents as the law may allow, and in each such
action the Facilitator shall be entitled to all costs of suit and attorneys fees.

b. The Facilitator may, in its sole and absolute discretion collect any or all of the Rents,
including any Rents past due and unpaid.

c. The Facilitator may exercise any right whether or not the Facilitator shall have entered
into possession of any of the Property.
27. The Owner will, at the cost of the Owner, and without expense to the Facilitator, do,
execute, acknowledge and deliver all and every such further acts, deeds, conveyances,
mortgages, assignments, notices of assignment, transfers and assurances as the Facilitator
shall, from time to time, require for the better assuring, conveying, assigning, transferring or
confirming unto the Facilitator the property and rights hereby mortgaged, or which Owner
may be or may hereafter become bound to convey or assign to the Facilitator, or for carrying
out the intent of or facilitating the performance of the terms of this Agreement and
Agreement dated ______ or for filing, registering or recording this debt. The Owner grants
to the Facilitator, following the occurrence of an Event of Default, an irrevocable power of
attorney coupled with an interest for the purpose of exercising and perfecting any and all
rights and remedies available to the Facilitator at law or in equity, including without
limitation the rights and remedies described in this paragraph.

28. In case any one or more of the provisions contained in this agreement as well as agreement
dated___________ should be invalid, illegal or unenforceable in any respect, the validity,
legality and enforceability of the remaining provisions contained herein shall not in any way
be affected or impaired thereby.

29. No modification, amendment or waiver of any provision of this debt nor consent to any
departure by the Owner therefrom will be effective unless made in a writing signed by the
Facilitator, and then such waiver or consent shall be effective only in the specific instance
and for the purpose for which given. No notice to or demand on the Owner in any case will
entitle the Owner to any other or further notice or demand in the same, similar or other
circumstance.

30. This agreement (including the documents and instruments referred to herein) constitutes the
entire agreement and supersedes all other prior agreements and understandings, both written
and oral, between the Owner and the Facilitator with respect to the subject matter hereof.

31. This agreement will be binding upon and inure to the benefit of the Owner and the
Facilitator and their respective heirs, executors, administrators, successors and
assigns; provided, however, that the Owner may not assign this debt in whole or in part
without the Facilitator’s prior written consent and the Facilitator at any time may assign this
assign in whole or in part; and provided, further, that the rights and benefits under the
Paragraphs entitled “Environmental Matters,” “Inspection of Property” and “Indemnity”
shall also inure to the benefit of any persons or entities who acquire title or ownership of the
Property from or through the Facilitator or through action of the Facilitator. The provisions
of Paragraphs entitled “Environmental Matters,” “Inspection of Property” and “Indemnity”
shall survive the termination, satisfaction or release of this debt.

32. The Owners agrees to indemnify the Facilitator their directors, officers and employees and
each legal entity, if any, who controls the Facilitator or any such other parties
(the “Indemnified Parties”) and to hold each Indemnified Party harmless from and against
any and all claims, damages, losses, liabilities and expenses (including all fees and charges
of internal or external counsel with whom any Indemnified Party may consult and all
expenses of litigation or preparation therefor) which any Indemnified Party may incur or
which may be asserted against any Indemnified Party in connection with or arising out of the
matters referred to in this agreement, whether (a) arising from or incurred in connection with
any breach of a representation, warranty or covenant by the Owner, or (b) arising out of or
resulting from any suit, action, claim, proceeding or governmental investigation, pending or
threatened, whether based on statute, regulation or order, or tort, or contract or otherwise,
before any court or governmental authority, which arises out of or relates to this
debt, provided, however, that the foregoing indemnity agreement shall not apply to claims,
damages, losses, liabilities and expenses solely attributable to an Indemnified Party’s gross
negligence or willful misconduct. The indemnity agreement contained in this Section shall
survive the termination of this debt, payment of the Obligations and assignment of any rights
hereunder. The Owner may participate at its expense in the defense of any such action or
claim.

33. If an Event default occurs, the Owners agree to pay upon demand all of the Facilitator’s
reasonable costs and expenses actually incurred in connection with the enforcement of this
Agreement or the Related Documents, whether or not an action or claim is filed. The
Facilitator may hire or pay someone else to help enforce this Agreement, and the Owners
shall pay the costs and expenses of such enforcement. The Facilitator’s costs and expenses
include the Facilitator’s reasonable attorneys’ fees and legal expenses incurred in connection
with litigation, alternative dispute resolution proceedings, bankruptcy proceedings
(including efforts to modify or vacate any automatic stay or injunction), appeals, and any
anticipated post-judgment collection services. The Owners also shall pay all court costs and
such additional fees as may be directed by the court. However, to the extent this Agreement
or the Related Documents require any the Owners or Guarantor to pay the Facilitator’s
attorneys’ fees following the occurrence of an Event of Default, the Facilitator will be
permitted to recover its attorneys’ fees only to the extent they are reasonable in amount and
are actually incurred by the Facilitator, without regard to any statutory presumption as to the
amount of such attorneys’ fees or any percentage amount specified in the Related
Documents.

34. This agreement is given for the purpose of creating a lien on real property in order to secure
not only existing indebtedness, but also future advances, whether such advances are
obligatory or to be made at the option of the Facilitator whether made before or after default
or maturity or other similar events, to the same extent as if such future advances were made
on the date of the execution hereof, although there may be no advance made at the time of
the execution hereof and although there may be no indebtedness outstanding at the time any
advance is made.

35. The Owner, for good and valuable consideration, receipt of which is hereby acknowledged,
and intending to be legally bound hereby, does hereby give, grant, bargain, sell, convey,
presently assign, transfer, mortgage, hypothecate, pledge, set over and confirm unto the
Facilitator and its successors and assigns, all of the Owner’s estate, right, title, interest,
property, claim and demand, now owned or held or hereafter acquired or arising, in and to
the following property and rights (the “Property”):

a. the debts, liabilities, obligations, covenants and duties owing by the Owner to the
Facilitator of any kind or nature, present or future (including, without limitation, any
interest accruing thereon after maturity, or after the filing of any petition in bankruptcy, or
the commencement of any insolvency, reorganization or like proceeding relating to the
Owners, whether or not evidenced by any guaranty or other instrument, arising under the
Agreement dated _______, the Guaranty Agreement by and between the the Owners ,
whether direct or indirect (including those acquired by assignment or participation),
absolute or contingent, joint or several, due or to become due, now existing or hereafter
arising.

b. the land and premises described in Exhibit A attached hereto, together with all of the
easements, rights of way, privileges, liberties, hereditaments, gores, streets, alleys,
passages, ways, waters, watercourses, rights and appurtenances thereunto belonging or
appertaining, and all of the Owner’s estate, right, title, interest, claim and demand therein
and in the public streets and ways adjacent thereto, either at law or in equity
(the “Land”).

c. all the buildings, structures, improvements and fixtures of every kind and description
owned by the Owner or in which the Owner has an interest now or hereafter erected or
placed on the Land (the “Improvements”).

35. To have and to hold the same unto the Facilitator, its successors and assigns, forever.

36. This Agreement sets out the entire agreement between the Parties relating to the subject-
matter hereof. Variations and additions to this Agreement shall be made in writing signed by
both Parties unless a stricter form is required under applicable mandatory law. The same
shall apply to any waiver of the need to comply with the provisions of this clause.

37. This Agreement is intended to supplement the Related Documents and should be construed,
to the extent both reasonable and possible, in a manner consistent with the Related
Documents. To the extent the provisions of this Agreement conflict with, and cannot be
reconciled with, the provisions of the Related Documents (other than the Note), the
provisions of this Agreement shall control. To the extent the provisions of this Agreement
conflict with, and cannot be reconciled with, the provisions of the Note, the provisions of the
Note shall control.

IN WITNESS WHEREOF, the parties first mentioned above have executed this agreement
as of the date first above written.

WITNESSES:
1.
2.
3.
1. Name: _________________________ _______________________________
Address: _____________________ Owners
___________________________________
_______________________________
_______________________________

For M/s. Inbuildcon


2. Name: ________________________
Address:____________________________ ____________________________
____________________ (Authorized Signatory)
____________________________
____________________________

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