SIAM CITY BANK PUBLIC COMPANY LIMITED
Pledge Agreement of Debenture
Made at Head Office
17 June 1999
We, King Power Duty Free Co., Ltd., Thai nationality, with offices at 26th-27th
Floors, Siam Tower, 989 Rama I Road, Pathum Wan Sub-district, Pathum Wan
District, Bangkok Metropolis, hereinafter called the "Pledgor" have made this
Pledge Agreement of the Debenture issued to the person by name and given it to
Siam City Bank Public Company Limited, hereinafter called the "Bank" to indicate
that the Pledgor has pledged and the Bank has accepted the pledge
Fixed Deposit Account, Passbook No. 001-3-09768-5
Baht 62,600,101.35
totalling Baht 62,600,101.35 (Sixty-Two Million Six Hundred Thousand One Hundred
and One Baht Thirty-Five Satang) which is a "debenture issued to the person by
name" whereby the Bank is the debtor of the said debenture, hereinafter called
the "Pledged Property" as follows :
1. The Pledgor has pledged the Pledged Property with the Bank as collateral
for the overdraft, loan, debts related to letter of credit, trust receipt,
issuance of letter of guarantee of all types, sale of discounted promissory
note, aval, guarantee of promissory or other debts related to the
promissory note, debts related to guarantee or any other debt the Pledgor
and/or -, hereinafter called "the said debtor," owed to the Pledgee at the
time of entering into this agreement or the future debt for an amount of
Baht 62,000,000.00 (Sixty-Two Million Baht Only.) and all accessories
thereof according to Section 748 of the Civil and Commercial Code. The
Pledgor agrees to pay the maximum interest rate as announced by Siam City
Bank Public Company Limited, which at present is 18.00% p.a.
2. The Pledgor confirms and promises that the Pledgor owns/has the right on
the Pledged Property legally and it is free of proprietary interest or
preferential right or right or encumbrance at the time of entering into
this agreement.
3. On the signing date of this agreement, the Pledgor has recorded the pledge
on the Pledged Property and handed it over to the Bank for retention.
4. The Pledgor agrees not to exercise the right to withdraw the money from the
Pledged Property, unless for payment of debt to the Bank only.
5. In case the right on the Pledged Property becomes due prior to payment of
debt, the Pledgor consents to extend validity of the deposit further, which
shall be deemed the pledge under this agreement continuously.
6. Should any problem has arisen regarding ownership/right of the Pledgor in
the Pledged Property and/or the said debtor is in default of payment of
debt or the Pledgor is in breach of any clause of this agreement, the Bank
is entitled to immediately call for payment of debt and enforce the pledge.
7. Due to the fact that the Bank is the debtor of the Pledged Property and
also the Pledgee, therefore the Bank and the Pledgor agree that this
agreement shall serve as a notice of the pledge to the debtor of debenture
as stipulated in Section 752 of the Civil and Commercial Code as well.
The Pledgor, having understood the contents of this agreement entirely,
hereunder signs his name (and affix seal, if any) in the presence of witnesses.
SEAL - signed - Pledgor
(King Power Duty Free Co., Ltd.)
- signed - Witness
(Mr. Siripon Tantichotiwat)
- signed - Witness
(Mr. Wisut Kawinmuthatorn)