Charging Clause. The Chargor as beneficial owner and as a continuing security for the payment, performance and discharge of the Secured Obligations hereby:
(a) mortgages, by way of equitable mortgage, and charges and agrees to mortgage and charge to the Chargee all of the Charged Shares; and
(b) mortgages, by way of equitable mortgage, charges and assigns and agrees to mortgage, charge and assign to the Chargee all Related Assets accruing to all or any of the Charged Shares.
Charging Clause. In consideration of the entering into of the Project Agreement by the Minister, the Chargor as beneficial owner hereby:
(1) CHARGES to the Minister by way of first fixed charge and ASSIGNS to the Minister the Securities by way of a first security assignment as a continuing security for the payment of all moneys and the discharge of all obligations and liabilities hereby covenanted to be paid or otherwise hereby secured; and
(2) CHARGES to the Minister and ASSIGNS and agrees to assign absolutely unto the Minister all of its present and future benefit, right, title and interest in and to (but none of the obligations or burdens of) the agreements set out in the First Schedule (Part B) as same may be amended, varied, supplemented or restated from time to time, including any proceeds accruing to the Chargor pursuant to any of those agreements (the “Agreements”) and the Chargor shall notify each counterparty to each Agreement that it has so charged and assigned the Agreement, using a form of notice of assignment which shall be substantially in the form set out in the Second Schedule (any amendments to such a notice are to be agreed by the Chargor and the Minister) and the Chargor shall use all reasonable endeavours to procure that each of the counterparties so notified shall execute an acknowledgement of assignment substantially in the form also set out in the Second Schedule; and
(3) CHARGES to the Minister and ASSIGNS and agrees to assign absolutely unto the Minister all of its present and future benefit, right, title and interest in and to (but none of the obligations or burdens of) any court order or award made pursuant to or in connection with the Agreements and/or made pursuant to any dispute arising under the Agreements and/or the proceeds realised in respect of any such order made pursuant to or in connection with the Agreements and/or the proceeds of any settlement arising from a dispute or a demand made pursuant to the Agreements (all of which are herein called the “Agreement Proceeds”). The Securities, Agreement Proceeds and the Agreements shall collectively be referred to herein as the “Secured Assets”.
Charging Clause. Each Charging Company with full title guarantee (but subject to any Permitted Liens) hereby charges to the Lender as security for the payment or discharge of all Secured Sums:
(a) By way of legal mortgage all rights, title, estate and other interests of such Charging Company in each of the Properties referred to in the Second Schedule;
(i) By way of first fixed charge all right title estate and other interests of such Charging Company in the Properties not effectively mortgaged under clause 3.1(a);
(ii) by way of first fixed charge, all plant and machinery of such Charging Company and all related spare parts, fuels, equipment and tools now or in the future vested in or held by or on behalf of the Charging Company and not charged in paragraph (a) and all rights and interests of such Charging Company under all present and future agreements for the purchase, maintenance or use of plant and machinery;
(iii) by way of first fixed charge, all rental and other income and all debts and claims now or in the future due or owing to such Charging Company under or in connection with any lease, agreement or licence relating to Land;
(iv) by way of first fixed charge, all Securities relating to any Subsidiary which such Charging Company may from time to time have and all other Securities belonging to such Charging Company;
(v) by way of first fixed charge, all contracts and policies of insurance and assurance (or any interest therein) now or in the future held by such Charging Company and all rights and interests of the Charging Company in every such contract and policy (including the benefit of all claims arising and all money payable under such contracts and policies) (but excluding Employee Life Assurance Policies);
(vi) by way of first fixed charge, all the present and future goodwill and uncalled capital from time to time of such Charging Company;
(vii) by way of first fixed charge, all Intellectual Property Rights of such Charging Company capable of being validly charged by way of fixed charge and the benefit of any present or future agreement or licence relating to such rights;
(viii) by way of first fixed charge, all book and other debts now or in the future owing to such Charging Company and all rights and claims of such Charging Company against third parties, present and future, capable of being satisfied by the payment of money (except rights and claims effectively charged under the preceding provisions of this clause 3.1) with the benefit of any security or g...
Charging Clause. 4.1 Each Chargor, as a continuing security for the full and punctual payment and discharge of the Secured Obligations, hereby as legal and beneficial owner;
(a) charges to the Collateral Agent (as trustee for the Secured Parties) on the following located or existing outside of the PRC only:
(i) to the extent that the Chargor’s interest in the relevant Land constitutes a legal estate, by way of first fixed legal charge, all Land which is now, or in the future becomes, its property; and all interests and rights in or relating to Land or the proceeds of sale of Land now or in the future belonging to it;
(ii) to the extent that the Chargor’s interest in the relevant Land constitutes an equitable interest, by way of first fixed equitable charge, all Land which is now, or in the future becomes, its property; and all interests and rights in or relating to Land or the proceeds of sale of Land now or in the future belonging to it;
(b) charges to the Collateral Agent (as trustee for the Secured Parties) by way of first fixed charge on the following located or existing outside of the PRC only:
(i) all plant and machinery now or in the future attached to any Land which, or an interest in which, is charged by it under the preceding provisions of this Clause 4.1;
(ii) all rental and other income and all debts and claims now or in the future due or owing to it under or in connection with any lease, agreement or licence relating to Land;
(iii) all Securities which are now, or in the future become, its property;
(iv) all Derivative Rights now or in the future accruing in respect of its Securities;
(v) all insurance or assurance contracts or policies now or in the future held by or otherwise benefiting it which relate to Fixed Charge Assets or which are now or in the future deposited by it with the Collateral Agent, together with all its rights and interests in such contracts and policies (including the benefit of all claims arising and all money payable under them);
(vi) all its goodwill and uncalled capital for the time being;
(vii) all Intellectual Property presently belonging to it, including any Intellectual Property to which it is not absolutely entitled or to which it is entitled together with others;
(viii) all Intellectual Property that may be acquired by or belong to it in the future, including any such Intellectual Property to which it is not absolutely entitled or to which it is entitled together with others;
(ix) the benefit of all agreements and licences now o...
Charging Clause. The Chargor with full title guarantee and as a continuing security for the payment, performance and discharge of the Secured Obligations hereby:
(a) mortgages and charges and agrees to mortgage and charge to the Agent all of the Shares held now or in the future by it and/or any nominee on its behalf, the same to be a security by way of first equitable mortgage; and
(b) mortgages, charges and assigns and agrees to mortgage, charge and assign to the Agent all Related Rights accruing to all or any of the Shares held now or in the future by it and/or any nominee on its behalf, the same to be a security by way of first equitable mortgage.
Charging Clause. The Chargor as beneficial owner hereby charges to the Collateral Agent as a continuing security for the payment of all Secured Obligations by way of a first fixed charge:
Charging Clause. 3.1 As security for the Outstanding Amounts and also as security for payment of any other charges, costs (between attorney and client) and expenses payable to or incurred by the Lender in relation thereto, the Borrower hereby charges and hypothecates in favour of the Lender all the present and future Assets now or at any time during the continuance of the Loan Agreement/this Deed. The Assets shall remain hypothecated and remain under charge to the Lender as security for the payment by the Borrower to the Lender of the said Outstanding Amounts. The charge-cum-hypothecation created on the Assets shall rank as first and exclusive/pari passu/second charge as per sanction letter.
3.2 In case the charge is created on pari passu basis, the Borrower shalle be free to borrow addition funds for its normal needs from other lenders. The Borrower will obtain NOC from the bank for ceading pari passu charge on the security within the time frame as per sanction letter. The security cover for the facility to be kept at minimum agreed ratio as per terms of sanction letter.
3.3 The Borrower shall not, without the prior written consent of the Lender during the continuance of the Loan/Credit Facility Agreement /this Deed, create or attempt to create any charge or any further security interest or encumbrance of any kind over the Assets or any part thereof and the Borrower shall do all such acts and things required to preserve the Assets.
3.4 The charge/hypothecation shall be deemed to be created on the Assets immediately on the execution of this Deed.
3.5 The Borrower specifically agrees that any addition, escalation or accretion to the Assets /security, accruing in respect of the Assets or by way of production and profits thereto or any part thereof shall also be deemed to be hypothecated with the Lender. The Parties agree that there is
Charging Clause. As security for repayment of any outstanding invoices issued to the Buyer and any associated costs and expenses, including Recovery Expenses, the Buyer and the Guarantor hereby charge in favour of the Company any real property and any personal or other property in which it has an interest (“Charge”), and irrevocably authorise the Company to lodge caveats to notify and protect that Charge in relation to any real property in which Buyer or the Guarantor have an interest. Where the Buyer or Guarantor is a corporation, if any tax invoice remains unpaid for 60 days or more, the Company may enforce the Charge by the appointment of a receiver by the Supreme Court of New South Wales and the Buyer and Guarantor each consent to the appointment of such a receiver.
Charging Clause. The Chargor as legal and beneficial owner hereby charges to Agent on behalf of the Lender Group as security for the payment or discharge of all Secured Sums by way of first fixed charge, all the Chargor's interest in the Investments.
Charging Clause. 1.1 As security for:
(a) the payment of the Secured money; and
(b) the performance by you of the Secured obligations to us at any time, you:
(c) xxxxx to us a security interest in the Secured Property; and
(d) in addition to the security granted under sub-paragraph (c) above, assign by way of security to us all Secured Property which constitutes present or future rights or things in action. The security granted under this clause is a security interest for the purposes of the PPSA. you acknowledge and agree that the security is granted in consideration for us having provided value to you, being the making available of the Facility on the terms of this Agreement.
1.2 you may, at any time prior to the occurrence of an event of default, in the ordinary course of your ordinary business sell the Secured Property on arm’s length commercial terms. you shall not otherwise dispose of any Secured Property, or grant a security interest in any Secured Property, without our prior written consent.
1.3 you shall promptly deliver to us any transfer, assignment, security, instrument, or other document, and shall promptly do any other thing, which we require in order to:
(a) perfect your title to, or rights to, or in, any Secured Property; or
(b) maintain, perfect, or otherwise give full effect to the security intended to be created under this Agreement, and the priority of that security; or
(c) facilitate the exercise of any right conferred on us or any receiver at any time; or
(d) more satisfactorily secure to us the Secured money; or
(e) facilitate the realisation of any Secured Property; or
(f) otherwise to enable us to obtain the full benefit of the provisions of this Agreement.
1.4 The security granted under this Agreement in personal property has the same priority in respect of all Secured money, including future advances.
1.5 The security granted under this Agreement is collateral to each other security (whenever executed or given) which is at any time held by us in respect of any Secured money. We may exercise any of our rights under this Agreement and any such other security separately or concurrently.
1.6 This Agreement creates a continuing security and shall operate irrespective of any intervening payment, settlement of account or other matter or thing whatever, until a release has been signed by us and delivered to you.
