Realisation. 6.1. On the occurrence of a breach or failure timeously to pay or to perform any of the Obligations, Land Bank shall be entitled to: 6.1.1. enforce and receive payment for, delivery of and/or performance in respect of the Rights and Interests; and 6.1.2. demand that the Cedentaccount to Land Bank in respect of all amounts collected in respect of the Rights and Interests, and the Cedentirrevocably and unconditionally authorises and empowers Land Bank or its nominee, in rem suam and without any further authority or consent required from the Cedentand without having to obtain a court order, to: 6.1.3. exercise and/or otherwise enforce its rights under this Agreement in and to the Rights and Interests; 6.1.4. sell or otherwise realise all or some of the Rights and Interests; 6.1.5. acquire all or, at the election of Land Bank, some of the Rights and Interests at fair market value (and, in the event of any dispute as to such value, it shall be determined by an independent merchant banker agreed to by the Parties or, failing agreement, appointed by the President for the time being of the South African Institute of Chartered Accountants (or the successor body thereto), which independent merchant banker shall act as an expert and not as an arbitrator and shall determine the liability for his charges which shall be paid accordingly, provided that if any determination is manifestly unjust, and the court exercises its general power, if any, to correct such determination, the Parties shall be bound thereby); 6.1.6. to the extent that an account has been opened in terms of clause 5.4 and the Cedenthas ceded in security its right, title and interest in and to such account to Land Bank, Land Bank may exercise its rights in respect of such security cession and may appropriate the funds in such account in accordance with such security cession; 6.1.7. institute any legal proceedings which Land Bank may deem necessary in connection with any of the Rights and Interests or with the sale, purchase or other transfer of any of the Rights and Interests by Land Bankor its nominee; and 6.1.8. compromise any Right and Interest, grant any extension or other indulgence in respect of any such Right and Interest, or agree to vary the terms of any such Right and Interest, or release any security or suretyship held for any such Right and Interest. 6.2. The Cedent acknowledges that: 6.2.1. the Rights and Interests ceded by it in favour of Land Bank in terms of this Agreement are Rights and Interests which underlie a transaction of a commercial nature; 6.2.2. the obligations and debts of the Cedentsecured by this Agreement are obligations and debts of a commercial nature; 6.2.3. the application of the provisions of this Agreement will confer upon Land Bank certain procedural advantages, which in the light of the commercial nature of the transactions secured by this Agreement are fair, reasonable and necessary to ensure that Land Bankdoes not suffer unfair commercial prejudice by being deprived of these procedural advantages; 6.2.4. if any part of clause 6.1 is invalid or unenforceable, Land Bank shall retain the right to enforce all the other terms of this Agreement and shall retain all such rights as are enforceable and validly conferred upon it by this Agreement; and 6.2.5. theCedentknows and understands the meaning, import and consequences of clauses 6.1 and 6. 6.3. On the occurrence of a breach of the Obligations, or if Land Bank otherwise directs in writing, the Cedentshall on written demand by Land Bank: 6.3.1. notify all of the Debtors and any other persons required by Land Bank in writing, that payment, delivery or performance of the relevant Rights and Interests must be made to Land Bank and that payment, delivery or performance to the Cedentor to anyone else will not constitute valid payment, delivery or performance, and Land Bank shall be entitled to do likewise. The Cedentshall, on demand by Land Bank, provide proof that such notification has been duly given; 6.3.2. refuse to accept any payment, delivery or performance tendered in respect of any of the Rights and Interests and order that such payment, delivery or performance be tendered to Land Bank and, to the extent that any such payment is nevertheless received by the Cedent, it shall receive such payment as agent for Land Bankand shall immediately pay over such amount to Land Bank,without at any time mixing that cash with any other cash; and 6.3.3. at its own cost, carry out any directions Land Bank may give in regard to the realisation of the Rights and Interests, and sign any document or do any other act necessary to vest the Rights and Interests in Land Bank or a third party purchaser or otherwise, as may be necessary to give effect to the provisions of this Agreement. 6.4. Land Bank shall apply the net proceeds of any realisation of the Rights and Interests (after deducting all costs and expenses incurred by Land Bank or its nominee (including collection commission)), in its reasonable discretion, in connection with the exercise by Land Bank or its nominee of Land Bank’s rights) in reduction or discharge, as the case may be, of the Borrowers’indebtedness to Land Bank, without prejudice to Land Bank’s rights to recover from the Cedentany balance which may remain owing to Land Bank after the exercise of such rights. Should the total amount collected or recovered by Land Bank, after deducting all costs and expenses incurred by Land Bank pursuant to such collection or recovery, exceed the full amount of the Borrowers’indebtedness to Land Bank, Land Bank shall refund such excess to the Cedent.
Appears in 1 contract
Samples: Security Cession Agreement (Plandai Biotechnology, Inc.)
Realisation. 6.1. On the occurrence of a breach or failure timeously to pay or to perform any of the Obligations, Land Bank shall be entitled to:
6.1.1. enforce and receive payment for, delivery of and/or performance in respect of the Rights and Interests; and
6.1.2. demand that the Cedentaccount Cedent account to Land Bank in respect of all amounts collected in respect of the Rights and Interests, and the Cedentirrevocably Cedent irrevocably and unconditionally authorises and empowers Land Bank or its nominee, in rem suam and without any further authority or consent required from the Cedentand Cedent and without having to obtain a court order, to:
6.1.3. exercise and/or otherwise enforce its rights under this Agreement in and to the Rights and Interests;
6.1.4. sell or otherwise realise all or some of the Rights and Interests;
6.1.5. acquire all or, at the election of Land Bank, some of the Rights and Interests at fair market value (and, in the event of any dispute as to such value, it shall be determined by an independent merchant banker agreed to by the Parties or, failing agreement, appointed by the President for the time being of the South African Institute of Chartered Accountants (or the successor body thereto), which independent merchant banker shall act as an expert and not as an arbitrator and shall determine the liability for his charges which shall be paid accordingly, provided that if any determination is manifestly unjust, and the court exercises its general power, if any, to correct such determination, the Parties shall be bound thereby);
6.1.6. to the extent that an account has been opened in terms of clause 5.4 and the Cedenthas ceded in security its right, title and interest in and to such account to Land Bank, Land Bank may exercise its rights in respect of such security cession and may appropriate the funds in such account in accordance with such security cession;
6.1.7. institute any legal proceedings which Land Bank may deem necessary in connection with any of the Rights and Interests or with the sale, purchase or other transfer of any of the Rights and Interests by Land Bankor Bank or its nominee; and
6.1.86.1.7. compromise any Right and Interest, grant any extension or other indulgence in respect of any such Right and Interest, or agree to vary the terms of any such Right and Interest, or release any security or suretyship held for any such Right and Interest.
6.2. The Cedent acknowledges that:
6.2.1. the Rights and Interests ceded by it in favour of Land Bank in terms of this Agreement are Rights and Interests which underlie a transaction of a commercial nature;
6.2.2. the obligations and debts of the Cedentsecured Cedent secured by this Agreement are obligations and debts of a commercial nature;
6.2.3. the application of the provisions of this Agreement will confer upon Land Bank certain procedural advantages, which in the light of the commercial nature of the transactions secured by this Agreement are fair, reasonable and necessary to ensure that Land Bankdoes Bank does not suffer unfair commercial prejudice by being deprived of these procedural advantages;
6.2.4. if any part of clause 6.1 is invalid or unenforceable, Land Bank shall retain the right to enforce all the other terms of this Agreement and shall retain all such rights as are enforceable and validly conferred upon it by this Agreement; and
6.2.5. theCedentknows the Cedent knows and understands the meaning, import and consequences of clauses 6.1 and 6.
6.3. On the occurrence of a breach of the Obligations, or if Land Bank otherwise directs in writing, the Cedentshall Cedent shall on written demand by Land Bank:
6.3.1. notify all of the Debtors Landlord and any other persons required by Land Bank in writing, that payment, delivery or performance of the relevant Rights and Interests must be made to Land Bank and that payment, delivery or performance to the Cedentor Cedent or to anyone else will not constitute valid payment, delivery or performance, and Land Bank shall be entitled to do likewise. The CedentshallCedent shall, on demand by Land Bank, provide proof that such notification has been duly given;
6.3.2. refuse to accept any payment, delivery or performance tendered in respect of any of the Rights and Interests and order that such payment, delivery or performance be tendered to Land Bank and, to the extent that any such payment is nevertheless received by the Cedent, it shall receive such payment as agent for Land Bankand Bank and shall immediately pay over such amount to Land Bank,, without at any time mixing that cash with any other cash; and
6.3.3. at its own cost, carry out any directions Land Bank may give in regard to the realisation of the Rights and Interests, and sign any document or do any other act necessary to vest the Rights and Interests in Land Bank or a third party purchaser or otherwise, as may be necessary to give effect to the provisions of this Agreement.
6.4. Land Bank shall apply the net proceeds of any realisation of the Rights and Interests (after deducting all costs and expenses incurred by Land Bank or its nominee (including collection commission)), in its reasonable discretion, in connection with the exercise by Land Bank or its nominee of Land Bank’s rights) in reduction or discharge, as the case may be, of the Borrowers’indebtedness Borrowers’ indebtedness to Land Bank, without prejudice to Land Bank’s rights to recover from the Cedentany Cedent any balance which may remain owing to Land Bank after the exercise of such rights. Should the total amount collected or recovered by Land Bank, after deducting all costs and expenses incurred by Land Bank pursuant to such collection or recovery, exceed the full amount of the Borrowers’indebtedness Cedent’s indebtedness to Land Bank, Land Bank shall refund such excess to the Cedent.
Appears in 1 contract
Samples: Security Cession of Leases (Plandai Biotechnology, Inc.)
Realisation. 6.1. On the occurrence of a breach or failure timeously to pay or to perform any of the Obligations, Land Bank shall be entitled to:
6.1.1. enforce and receive payment for, delivery of and/or performance in respect of the Rights and Interests; and
6.1.2. demand that the Cedentaccount to Land Bank in respect of all amounts collected in respect of the Rights and Interests, and the Cedentirrevocably and unconditionally authorises and empowers Land Bank or its nominee, in rem suam and without any further authority or consent required from the Cedentand without having to obtain a court order, to:
6.1.3. exercise and/or otherwise enforce its rights under this Agreement in and to the Rights and Interests;
6.1.4. sell or otherwise realise all or some of the Rights and Interests;
6.1.5. acquire all or, at the election of Land Bank, some of the Rights and Interests at fair market value (and, in the event of any dispute as to such value, it shall be determined by an independent merchant banker agreed to by the Parties or, failing agreement, appointed by the President for the time being of the South African Institute of Chartered Accountants (or the successor body thereto), which independent merchant banker shall act as an expert and not as an arbitrator and shall determine the liability for his charges which shall be paid accordingly, provided that if any determination is manifestly unjust, and the court exercises its general power, if any, to correct such determination, the Parties shall be bound thereby);
6.1.6. to the extent that an account has been opened in terms of clause 5.4 and the Cedenthas ceded in security its right, title and interest in and to such account to Land Bank, Land Bank may exercise its rights in respect of such security cession and may appropriate the funds in such account in accordance with such security cession;
6.1.7. institute any legal proceedings which Land Bank may deem necessary in connection with any of the Rights and Interests or with the sale, purchase or other transfer of any of the Rights and Interests by Land Bankor its nominee; and
6.1.8. compromise any Right and Interest, grant any extension or other indulgence in respect of any such Right and Interest, or agree to vary the terms of any such Right and Interest, or release any security or suretyship held for any such Right and Interest.
6.2. The Cedent acknowledges that:
6.2.1. the Rights and Interests ceded by it in favour of Land Bank in terms of this Agreement are Rights and Interests which underlie a transaction of a commercial nature;
6.2.2. the obligations and debts of the Cedentsecured by this Agreement are obligations and debts of a commercial nature;
6.2.3. the application of the provisions of this Agreement will confer upon Land Bank certain procedural advantages, which in the light of the commercial nature of the transactions secured by this Agreement are fair, reasonable and necessary to ensure that Land Bankdoes not suffer unfair commercial prejudice by being deprived of these procedural advantages;
6.2.4. if any part of clause 6.1 is invalid or unenforceable, Land Bank shall retain the right to enforce all the other terms of this Agreement and shall retain all such rights as are enforceable and validly conferred upon it by this Agreement; and
6.2.5. theCedentknows and understands the meaning, import and consequences of clauses 6.1 and 6.
6.3. On the occurrence of a breach of the Obligations, or if Land Bank otherwise directs in writing, the Cedentshall on written demand by Land Bank:
6.3.1. notify all of the Debtors and any other persons required by Land Bank in writing, that payment, delivery or performance of the relevant Rights and Interests must be made to Land Bank and that payment, delivery or performance to the Cedentor to anyone else will not constitute valid payment, delivery or performance, and Land Bank shall be entitled to do likewise. The Cedentshall, on demand by Land Bank, provide proof that such notification has been duly given;
6.3.2. refuse to accept any payment, delivery or performance tendered in respect of any of the Rights and Interests and order that such payment, delivery or performance be tendered to Land Bank and, to the extent that any such payment is nevertheless received by the Cedent, it shall receive such payment as agent for Land Bankand shall immediately pay over such amount to Land Bank,without at any time mixing that cash with any other cash; and
6.3.3. at its own cost, carry out any directions Land Bank may give in regard to the realisation of the Rights and Interests, and sign any document or do any other act necessary to vest the Rights and Interests in Land Bank or a third party purchaser or otherwise, as may be necessary to give effect to the provisions of this Agreement.
6.4. Land Bank shall apply the net proceeds of any realisation of the Rights and Interests (after deducting all costs and expenses incurred by Land Bank or its nominee (including collection commission)), in its reasonable discretion, in connection with the exercise by Land Bank or its nominee of Land Bank’s rights) in reduction or discharge, as the case may be, of the Borrowers’indebtedness Cedent’s indebtedness to Land Bank, without prejudice to Land Bank’s rights to recover from the Cedentany balance which may remain owing to Land Bank after the exercise of such rights. Should the total amount collected or recovered by Land Bank, after deducting all costs and expenses incurred by Land Bank pursuant to such collection or recovery, exceed the full amount of the Borrowers’indebtedness Cedent’s indebtedness to Land Bank, Land Bank shall refund such excess to the Cedent.
Appears in 1 contract
Samples: Security Cession Agreement (Plandai Biotechnology, Inc.)
Realisation. 6.1. On the occurrence of a breach or failure timeously to pay or to perform any of the Obligations, Land Bank shall be entitled to:
6.1.1. enforce and receive payment for, delivery of and/or performance in respect of the Rights and Interests; and
6.1.2. demand that the Cedentaccount to Land Bank in respect of all amounts collected in respect of the Rights and Interests, and the andthe Cedentirrevocably and unconditionally authorises and empowers Land Bank or its nominee, in rem suam and without any further authority or consent required from the Cedentand without having to obtain a court order, to:
6.1.3. exercise and/or otherwise enforce its rights under this Agreement in and to the Rights and Interests;
6.1.4. sell or otherwise realise all or some of the Rights and Interests;
6.1.5. acquire all or, at the election of Land Bank, some of the Rights and Interests at fair market value (and, in the event of any dispute as to such value, it shall be determined by an independent merchant banker agreed to by the Parties parties or, failing agreement, appointed by the President for the time being of the South African Institute of Chartered Accountants (or the successor body thereto), which independent merchant banker shall act as an expert and not as an arbitrator and shall determine the liability for his charges which shall be paid accordingly, provided that if any determination is manifestly unjust, and the court exercises its general power, if any, to correct such determination, the Parties shall be bound thereby);
6.1.6. to the extent that an account has been opened in terms of clause 5.4 and the Cedenthas ceded in security its right, title and interest in and to such account to Land Bank, Land Bank may exercise its rights in respect of such security cession and may appropriate the funds in such account in accordance with such security cession;
6.1.7. institute any legal proceedings which Land Bank may deem necessary in connection with any of the Rights and Interests or with the sale, purchase or other transfer of any of the Rights and Interests by Land Bankor its nominee; and
6.1.86.1.7. compromise any Right and Interest, grant any extension or other indulgence in respect of any such Right and Interest, or agree to vary the terms of any such Right and Interest, or release any security or suretyship held for any such Right and Interest.
6.2. The Cedent acknowledges that:
6.2.1. the Rights and Interests ceded by it in favour of Land Bank in terms of this Agreement are Rights and Interests which underlie a transaction of a commercial nature;
6.2.2. the obligations and debts of the Cedentsecured by this Agreement are obligations and debts of a commercial nature;
6.2.3. the application of the provisions of this Agreement will confer upon Land Bank certain procedural advantages, which in the light of the commercial nature of the transactions secured by this Agreement are fair, reasonable and necessary to ensure that Land Bankdoes not suffer unfair commercial prejudice by being deprived of these procedural advantages;
6.2.4. if any part of clause 6.1 is invalid or unenforceable, Land Bank shall retain the right to enforce all the other terms of this Agreement and shall retain all such rights as are enforceable and validly conferred upon it by this Agreement; and
6.2.5. theCedentknows and understands the meaning, import and consequences of clauses 6.1 and 6.
6.3. On the occurrence of a breach of the Obligations, or if Land Bank otherwise directs in writing, the Cedentshall on written demand by Land Bank:
6.3.1. notify all of the Debtors and any other persons required by Land Bank in writing, that payment, delivery or performance of the relevant Rights and Interests must be made to Land Bank and that payment, delivery or performance to the Cedentor to anyone else will not constitute valid payment, delivery or performance, and Land Bank shall be entitled to do likewise. The Cedentshall, on demand by Land Bank, provide proof that such notification has been duly given;
6.3.2. refuse to accept any payment, delivery or performance tendered in respect of any of the Rights and Interests and order that such payment, delivery or performance be tendered to Land Bank and, to the extent that any such payment is nevertheless received by the Cedent, it shall receive such payment as agent for Land Bankand shall immediately pay over such amount to Land Bank,without at any time mixing that cash with any other cash; and
6.3.3. at its own cost, carry out any directions Land Bank may give in regard to the realisation of the Rights and Interests, and sign any document or do any other act necessary to vest the Rights and Interests in Land Bank or a third party purchaser or otherwise, as may be necessary to give effect to the provisions of this Agreement.
6.4. Land Bank shall apply the net proceeds of any realisation of the Rights and Interests (after deducting all costs and expenses incurred by Land Bank or its nominee (including collection commission)), in its reasonable discretion, in connection with the exercise by Land Bank or its nominee of Land Bank’s rights) in reduction or discharge, as the case may be, of the Borrowers’indebtedness Cedent’sindebtedness to Land Bank, without prejudice to Land Bank’s rights to recover from the Cedentany balance which may remain owing to Land Bank after the exercise of such rights. Should the total amount collected or recovered by Land Bank, after deducting all costs and expenses incurred by Land Bank pursuant to such collection or recovery, exceed the full amount of the Borrowers’indebtedness Cedent’sindebtedness to Land Bank, Land Bank shall refund such excess to the Cedent.
Appears in 1 contract
Samples: Security Cession of Insurances (Plandai Biotechnology, Inc.)
Realisation. 6.1. On the occurrence of a breach or failure timeously to pay or to perform any of the Obligations, Land Bank shall be entitled to:
6.1.1. enforce and receive payment for, delivery of and/or performance in respect of the Rights and Interests; and
6.1.2. demand that the Cedentaccount to Land Bank in respect of all amounts collected in respect of the Rights and Interests, and the Cedentirrevocably and unconditionally authorises and empowers Land Bank or its nominee, in rem suam and without any further authority or consent required from the Cedentand without having to obtain a court order, to:
6.1.3. exercise and/or otherwise enforce its rights under this Agreement in and to the Rights and Interests;
6.1.4. sell or otherwise realise all or some of the Rights and Interests;
6.1.5. acquire all or, at the election of Land Bank, some of the Rights and Interests at fair market value (and, in the event of any dispute as to such value, it shall be determined by an independent merchant banker agreed to by the Parties or, failing agreement, appointed by the President for the time being of the South African Institute of Chartered Accountants (or the successor body thereto), which independent merchant banker shall act as an expert and not as an arbitrator and shall determine the liability for his charges which shall be paid accordingly, provided that if any determination is manifestly unjust, and the court exercises its general power, if any, to correct such determination, the Parties shall be bound thereby);
6.1.6. to the extent that an account has been opened in terms of clause 5.4 and the Cedenthas ceded in security its right, title and interest in and to such account to Land Bank, Land Bank may exercise its rights in respect of such security cession and may appropriate the funds in such account in accordance with such security cession;
6.1.7. institute any legal proceedings which Land Bank may deem necessary in connection with any of the Rights and Interests or with the sale, purchase or other transfer of any of the Rights and Interests by Land Bankor its nominee; and
6.1.8. compromise any Right and Interest, grant any extension or other indulgence in respect of any such Right and Interest, or agree to vary the terms of any such Right and Interest, or release any security or suretyship held for any such Right and Interest.
6.2. The Cedent acknowledges that:
6.2.1. the Rights and Interests ceded by it in favour of Land Bank in terms of this Agreement are Rights and Interests which underlie a transaction of a commercial nature;
6.2.2. the obligations and debts of the Cedentsecured by this Agreement are obligations and debts of a commercial nature;
6.2.3. the application of the provisions of this Agreement will confer upon Land Bank certain procedural advantages, which in the light of the commercial nature of the transactions secured by this Agreement are fair, reasonable and necessary to ensure that Land Bankdoes not suffer unfair commercial prejudice by being deprived of these procedural advantages;
6.2.4. if any part of clause 6.1 is invalid or unenforceable, Land Bank shall retain the right to enforce all the other terms of this Agreement and shall retain all such rights as are enforceable and validly conferred upon it by this Agreement; and
6.2.5. theCedentknows and understands the meaning, import and consequences of clauses 6.1 and 6.
6.3. On the occurrence of a breach of the Obligations, or if Land Bank otherwise directs in writing, the Cedentshall on written demand by Land Bank:
6.3.1. notify all of the Debtors and any other persons required by Land Bank in writing, that payment, delivery or performance of the relevant Rights and Interests must be made to Land Bank and that payment, delivery or performance to the Cedentor to anyone else will not constitute valid payment, delivery or performance, and Land Bank shall be entitled to do likewise. The Cedentshall, on demand by Land Bank, provide proof that such notification has been duly given;
6.3.2. refuse to accept any payment, delivery or performance tendered in respect of any of the Rights and Interests and order that such payment, delivery or performance be tendered to Land Bank and, to the extent that any such payment is nevertheless received by the Cedent, it shall receive such payment as agent for Land Bankand shall immediately pay over such amount to Land Bank,without at any time mixing that cash with any other cash; and
6.3.3. at its own cost, carry out any directions Land Bank may give in regard to the realisation of the Rights and Interests, and sign any document or do any other act necessary to vest the Rights and Interests in Land Bank or a third party purchaser or otherwise, as may be necessary to give effect to the provisions of this Agreement.
6.4. Land Bank shall apply the net proceeds of any realisation of the Rights and Interests (after deducting all costs and expenses incurred by Land Bank or its nominee (including collection commission)), in its reasonable discretion, in connection with the exercise by Land Bank or its nominee of Land Bank’s rights) in reduction or discharge, as the case may be, of the Borrowers’indebtedness Cedent’sindebtedness to Land Bank, without prejudice to Land Bank’s rights to recover from the Cedentany balance which may remain owing to Land Bank after the exercise of such rights. Should the total amount collected or recovered by Land Bank, after deducting all costs and expenses incurred by Land Bank pursuant to such collection or recovery, exceed the full amount of the Borrowers’indebtedness Cedent’sindebtedness to Land Bank, Land Bank shall refund such excess to the Cedent.
Appears in 1 contract
Samples: Security Cession Agreement (Plandai Biotechnology, Inc.)
Realisation. 6.1. On the occurrence of a breach or failure timeously to pay or to perform any of the Obligations, Land Bank shall be entitled to:
6.1.1. enforce and receive payment for, delivery of and/or performance in respect of the Rights and Interests; and
6.1.2. demand that the Cedentaccount to Land Bank in respect of all amounts collected in respect of the Rights and Interests, and the Cedentirrevocably and unconditionally authorises and empowers Land Bank or its nominee, in rem suam and without any further authority or consent required from the Cedentand without having to obtain a court order, to:
6.1.3. exercise and/or otherwise enforce its rights under this Agreement in and to the Rights and Interests;
6.1.4. sell or otherwise realise all or some of the Rights and Interests;
6.1.5. acquire all or, at the election of Land Bank, some of the Rights and Interests at fair market value (and, in the event of any dispute as to such value, it shall be determined by an independent merchant banker agreed to by the Parties parties or, failing agreement, appointed by the President for the time being of the South African Institute of Chartered Accountants (or the successor body thereto), which independent merchant banker shall act as an expert and not as an arbitrator and shall determine the liability for his charges which shall be paid accordingly, provided that if any determination is manifestly unjust, and the court exercises its general power, if any, to correct such determination, the Parties shall be bound thereby);
6.1.6. to the extent that an account has been opened in terms of clause 5.4 and the Cedenthas ceded in security its right, title and interest in and to such account to Land Bank, Land Bank may exercise its rights in respect of such security cession and may appropriate the funds in such account in accordance with such security cession;
6.1.7. institute any legal proceedings which Land Bank may deem necessary in connection with any of the Rights and Interests or with the sale, purchase or other transfer of any of the Rights and Interests by Land Bankor its nominee; and
6.1.86.1.7. compromise any Right and Interest, grant any extension or other indulgence in respect of any such Right and Interest, or agree to vary the terms of any such Right and Interest, or release any security or suretyship held for any such Right and Interest.
6.2. The Cedent acknowledges that:
6.2.1. the Rights and Interests ceded by it in favour of Land Bank in terms of this Agreement are Rights and Interests which underlie a transaction of a commercial nature;
6.2.2. the obligations and debts of the Cedentsecured by this Agreement are obligations and debts of a commercial nature;
6.2.3. the application of the provisions of this Agreement will confer upon Land Bank certain procedural advantages, which in the light of the commercial nature of the transactions secured by this Agreement are fair, reasonable and necessary to ensure that Land Bankdoes not suffer unfair commercial prejudice by being deprived of these procedural advantages;
6.2.4. if any part of clause 6.1 is invalid or unenforceable, Land Bank shall retain the right to enforce all the other terms of this Agreement and shall retain all such rights as are enforceable and validly conferred upon it by this Agreement; and
6.2.5. theCedentknows and understands the meaning, import and consequences of clauses 6.1 and 6.
6.3. On the occurrence of a breach of the Obligations, or if Land Bank otherwise directs in writing, the Cedentshall on written demand by Land Bank:
6.3.1. notify all of the Debtors and any other persons required by Land Bank in writing, that payment, delivery or performance of the relevant Rights and Interests must be made to Land Bank and that payment, delivery or performance to the Cedentor to anyone else will not constitute valid payment, delivery or performance, and Land Bank shall be entitled to do likewise. The Cedentshall, on demand by Land Bank, provide proof that such notification has been duly given;
6.3.2. refuse to accept any payment, delivery or performance tendered in respect of any of the Rights and Interests and order that such payment, delivery or performance be tendered to Land Bank and, to the extent that any such payment is nevertheless received by the Cedent, it shall receive such payment as agent for Land Bankand shall immediately pay over such amount to Land Bank,without at any time mixing that cash with any other cash; and
6.3.3. at its own cost, carry out any directions Land Bank may give in regard to the realisation of the Rights and Interests, and sign any document or do any other act necessary to vest the Rights and Interests in Land Bank or a third party purchaser or otherwise, as may be necessary to give effect to the provisions of this Agreement.
6.4. Land Bank shall apply the net proceeds of any realisation of the Rights and Interests (after deducting all costs and expenses incurred by Land Bank or its nominee (including collection commission)), in its reasonable discretion, in connection with the exercise by Land Bank or its nominee of Land Bank’s rights) in reduction or discharge, as the case may be, of the Borrowers’indebtedness Cedent’sindebtedness to Land Bank, without prejudice to Land Bank’s rights to recover from the Cedentany balance which may remain owing to Land Bank after the exercise of such rights. Should the total amount collected or recovered by Land Bank, after deducting all costs and expenses incurred by Land Bank pursuant to such collection or recovery, exceed the full amount of the Borrowers’indebtedness Cedent’sindebtedness to Land Bank, Land Bank shall refund such excess to the Cedent.
Appears in 1 contract
Samples: Security Cession of Insurances (Plandai Biotechnology, Inc.)
