Common use of UNDERTAKINGS AND AGREEMENTS Clause in Contracts

UNDERTAKINGS AND AGREEMENTS. For as long as the Loan remains outstanding under this Agreement to the Lender, the Borrower undertakes: (a) not without the Lender’s prior written consent to create or allow to exist any encumbrance (other than under the Security) whether ranking ahead of, side by side with, or after the Security, to secure any indebtedness on any of the present or future property, undertaking, assets or revenues of the Borrower; (b) the Borrower can take option to repay the fully amount in earlier than 3 year loan anniversiary as agreed with the notice of 30 days ; (c) to provide to the Lender copies of: (i) all audited annual reports and accounts and half-yearly financial statements of the Borrower (both consolidated and individual) not later than 30 Business Days after the end of the period to which they respectively relate; and (ii) all relevant financial reports and information, as soon as available, issued at any time and from time to time by the Borrower to its or their shareholders; (d) to apply the proceeds of the Loan Amount wholly for the purpose of Cootamundra Oilseeds crushing plant expansion.; (e) execute and do, or cause to be executed and done by any guarantor or any other person, at the expense of the Borrower, all assurances and other things as are reasonably required or requested at any time and from time to time by the Lender for giving effect to, and the full benefit of, the covenants contained or implied in this Agreement and the Security in favour of the Lender or to protect the Lender’s rights, powers and remedies under this Agreement or the Security; (f) to comply with the requirements of all applicable laws, rules, regulations, orders and decrees of any person, non-compliance with which would, or might, in the Lender’s opinion, have a material adverse effect on the Borrower’s ability to comply with its obligations under this Agreement or the Security; (g) to notify the Lender immediately of the occurrence of any Event of Default or event which, with the giving of notice or the lapse of time or both, would become an Event of Default of which the borrower becomes aware which either would, or might, in the Lender’s reasonable opinion, adversely affect the ability of the Borrower fully and promptly to perform its obligations under this Agreement or the Security; (h) not without the Lender’s prior written consent to incur any indebtedness in an amount exceeding 50% of the Loan Amount in relation to any one transaction or in relation to any number of transactions taken as a whole; (i) to keep its assets and undertaking insured, and to ensure that any major assets leased by it is insured, against risks and in amounts as would prudently be insured against by a person carrying on business similar to the Borrower and to deliver to the Lender on request written details of insurances and appropriate evidence that all insurances are in full force and effect and that all relevant premiums have been paid; (j) to ensure that no assets of, or under the control of, the Borrower are transferred, or otherwise alienated, to any person otherwise than in the ordinary course of business for proper market value in money or money’s worth and that no non-current assets of, or under the control of, the Borrower with an aggregate value (taken in conjunction with all assets previously disposed of within the previous 12 months of more than 50% of the Loan Amount are transferred, or otherwise alienated without the Lender’s prior written consent); (k) not without the Lender’s prior written consent to reduce, or permit the reduction of, the issued or paid up share capital of the Borrower; (l) to notify the Lender immediately of any litigation, administrative or other proceedings initiated or threatened against the Borrower or any of the Borrower’s assets where the amount involved is, or could reasonably be expected to be, 50% of the Loan Amount or its equivalent in any other currency, or more; (m) to notify the Lender immediately of any event or change in the Borrower’s circumstances, the effect of which either would or might render any representation or warranty made in this Agreement or the Security untrue or incorrect in any respect; and (n) not without the lender’s prior written consent appoint an administrator.

UNDERTAKINGS AND AGREEMENTS. For as long as the Loan remains outstanding under this Agreement to the Lender, the Borrower undertakes: (a) not without the Lender’s prior written consent to create or allow to exist any encumbrance (other than under the Security) whether ranking ahead of, side by side with, or after the Security, to secure any indebtedness on any of the present or future property, undertaking, assets or revenues of the Borrower; (b) the Borrower can take option to repay the fully amount in earlier than 3 year loan anniversiary as agreed with the notice of 30 days ; (c) to provide to the Lender copies of: (i) all audited annual reports and accounts and half-yearly financial statements of the Borrower (both consolidated and individual) not later than 30 Business Days after the end of the period to which they respectively relate; and (ii) all relevant financial reports and information, as soon as available, issued at any time and from time to time by the Borrower to its or their shareholders; (d) to apply the proceeds of the Loan Amount wholly for the purpose of Cootamundra Oilseeds crushing plant expansionpurchasing shares from minority share holders.; (e) execute and do, or cause to be executed and done by any guarantor or any other person, at the expense of the Borrower, all assurances and other things as are reasonably required or requested at any time and from time to time by the Lender for giving effect to, and the full benefit of, the covenants contained or implied in this Agreement and the Security in favour of the Lender or to protect the Lender’s rights, powers and remedies under this Agreement or the Security; (f) to comply with the requirements of all applicable laws, rules, regulations, orders and decrees of any person, non-compliance with which would, or might, in the Lender’s opinion, have a material adverse effect on the Borrower’s ability to comply with its obligations under this Agreement or the Security; (g) to notify the Lender immediately of the occurrence of any Event of Default or event which, with the giving of notice or the lapse of time or both, would become an Event of Default of which the borrower becomes aware which either would, or might, in the Lender’s reasonable opinion, adversely affect the ability of the Borrower fully and promptly to perform its obligations under this Agreement or the Security; (h) not without the Lender’s prior written consent to incur any indebtedness in an amount exceeding 50% of the Loan Amount in relation to any one transaction or in relation to any number of transactions taken as a whole; (i) to keep its assets and undertaking insured, and to ensure that any major assets leased by it is insured, against risks and in amounts as would prudently be insured against by a person carrying on business similar to the Borrower and to deliver to the Lender on request written details of insurances and appropriate evidence that all insurances are in full force and effect and that all relevant premiums have been paid; (j) to ensure that no assets of, or under the control of, the Borrower are transferred, or otherwise alienated, to any person otherwise than in the ordinary course of business for proper market value in money or money’s worth and that no non-current assets of, or under the control of, the Borrower with an aggregate value (taken in conjunction with all assets previously disposed of within the previous 12 months of more than 50% of the Loan Amount are transferred, or otherwise alienated without the Lender’s prior written consent); (k) not without the Lender’s prior written consent to reduce, or permit the reduction of, the issued or paid up share capital of the Borrower; (l) to notify the Lender immediately of any litigation, administrative or other proceedings initiated or threatened against the Borrower or any of the Borrower’s assets where the amount involved is, or could reasonably be expected to be, 50% of the Loan Amount or its equivalent in any other currency, or more; (m) to notify the Lender immediately of any event or change in the Borrower’s circumstances, the effect of which either would or might render any representation or warranty made in this Agreement or the Security untrue or incorrect in any respect; and (n) not without the lender’s prior written consent appoint an administrator.

UNDERTAKINGS AND AGREEMENTS. For as long as the Loan remains outstanding under this Agreement to the Lender, the Borrower undertakes: (a) not without the Lender’s prior written consent to create or allow to exist any encumbrance (other than under the Security) whether ranking ahead of, side by side with, or after the Security, to secure any indebtedness on any of the present or future property, undertaking, assets or revenues of the Borrower; (b) the Borrower can take option to repay the fully amount in earlier than 3 year loan anniversiary as agreed with the notice of 30 days days; (c) to provide to the Lender copies of: (i) all audited annual reports and accounts and half-yearly financial statements of the Borrower (both consolidated and individual) not later than 30 Business Days after the end of the period to which they respectively relate; and (ii) all relevant financial reports and information, as soon as available, issued at any time and from time to time by the Borrower to its or their shareholders; (d) to apply the proceeds of the Loan Amount wholly for the purpose of Cootamundra Oilseeds crushing plant expansion.; (e) execute and do, or cause to be executed and done by any guarantor or any other person, at the expense of the Borrower, all assurances and other things as are reasonably required or requested at any time and from time to time by the Lender for giving effect to, and the full benefit of, the covenants contained or implied in this Agreement and the Security in favour of the Lender or to protect the Lender’s rights, powers and remedies under this Agreement or the Security; (f) to comply with the requirements of all applicable laws, rules, regulations, orders and decrees of any person, non-compliance with which would, or might, in the Lender’s opinion, have a material adverse effect on the Borrower’s ability to comply with its obligations under this Agreement or the Security; (g) to notify the Lender immediately of the occurrence of any Event of Default or event which, with the giving of notice or the lapse of time or both, would become an Event of Default of which the borrower becomes aware which either would, or might, in the Lender’s reasonable opinion, adversely affect the ability of the Borrower fully and promptly to perform its obligations under this Agreement or the Security; (h) not without the Lender’s prior written consent to incur any indebtedness in an amount exceeding 50% of the Loan Amount in relation to any one transaction or in relation to any number of transactions taken as a whole; (i) to keep its assets and undertaking insured, and to ensure that any major assets leased by it is insured, against risks and in amounts as would prudently be insured against by a person carrying on business similar to the Borrower and to deliver to the Lender on request written details of insurances and appropriate evidence that all insurances are in full force and effect and that all relevant premiums have been paid; (j) to ensure that no assets of, or under the control of, the Borrower are transferred, or otherwise alienated, to any person otherwise than in the ordinary course of business for proper market value in money or money’s worth and that no non-current assets of, or under the control of, the Borrower with an aggregate value (taken in conjunction with all assets previously disposed of within the previous 12 months of more than 50% of the Loan Amount are transferred, or otherwise alienated without the Lender’s prior written consent); (k) not without the Lender’s prior written consent to reduce, or permit the reduction of, the issued or paid up share capital of the Borrower; (l) to notify the Lender immediately of any litigation, administrative or other proceedings initiated or threatened against the Borrower or any of the Borrower’s assets where the amount involved is, or could reasonably be expected to be, 50% of the Loan Amount or its equivalent in any other currency, or more; (m) to notify the Lender immediately of any event or change in the Borrower’s circumstances, the effect of which either would or might render any representation or warranty made in this Agreement or the Security untrue or incorrect in any respect; and (n) not without the lender’s prior written consent appoint an administrator.