CREDIT CONTRACT / AGREEMENT
The
signature of the Bank and the loanee to
be filed on every page.
On.
......................... AD. ................... Month
............................. Date Corresponding to
......................................... B/S ............... Month
................... Date the agreement between the parties below has been
signed.
M/S.
DK. KnitwearLtd. is a private Ltd. Company. The proposed project will be
established on a total area of 74.90 acres of Iands and project building
already built/ to be built in No. 74 Previously 560 No SA Khatian- 145 after
mutation 87 and its parts and in No. 1128, 1167 and 3403. Previous plot No.
190, 191, 192 Present plot No. 1151, 1152, 1153, and 1154 of Diakhali Mouza,
P.S. Savar, District- Dhaka. This will be. called and known to be loanee and
the first party the heirs, Partners, the nominees of which will also be known
as such afterwards in future.
First
Party
And
The
Agrani Bank which was established and nationalized by the hon’ble President’s
Order no. 26 in 1972 and the registered principal office of which is situated
at 9/D Dilkusha C/A, P.S. Motijheel, Dhaka and its Green Road Branch at Dhaka and which will be known as the loan granting Bank
or the second party.
2nd
Party.
As the first party M/S. DK. Knitwear Ltd. applied
for loan on 10-04-2002 for setting up a Project-knitted Fabrics (with
facilities of dyeing and finishing) on a
total area of 74.90 acres of land and buildings built to be built in previous
no. 560 Present no. 74 Mauja Diakhali SA- 145, Mutated 87/its parts and no.
1128,1167,3403, previous plot no. 190,191,192, present plot No. 1151,1152,1153,
1154 in P.S. Savar, District- Dhaka and the 2nd party Bank granted
from its own fund a loan of Tk. 622.43 Lacs (Long term loan 545.35 and short
term current capital loan Tk. 28 Lacs and Tk. 49.08 Lacs of interest during
implementation time) on that application of the 1st party and as the
2nd party noted that all the moveable and immovable properties of
the project will be kept mortgaged to the Bank as the security of the loan
according to the rules and procedures to be decided by the Bank (second party)
and the first party- the loanee. will be bound to abide by the conditions already
set up in the loan granting order and to be set up by the Bank in respect of
the loan and its repayment.
And
As the first party- the loanee has agreed to abide
by all the above conditions of loan in writing the Agreement / its sections has
been set up as follows with full consent of both the parties: -
Para – 1 (Clarified meaning of
the used words)
Till not otherwise needed the under noted words will mean as used to
mean in the agreement:-
Bank: - The ‘Word’ Bank will mean Agrani Bank or its
rightful owner/ heir and legal representatives.
Branch:- Branch will mean the green Road Branch, Dhaka of the Agrani Bank, its rightful owner /heir and
its legal representatives.
Loanee:- “Loanee” will mean M/S. DK. Knitwear Ltd.
or its rightful owner/ heir and his legal
representative.
Contd. P/12
Page – 12
Project:- “Project”will mean M/S. DK. Knitwear Ltd.
or its /rightful owner/heir and legal representatives.
Loan :-“Loan” will mean the amount of loan granted
by the Bank in favour of the Loanee by the letter no. .................. dated
........... of the Bank / 1st Branch.
M/S. DK. Knitwear Ltd.
Pare – 2 (Plan of investment) :-
The granted loan will be distributed to the loanee for the project equally with the capital used by the loanee in the following way :-
|
Description
|
As per divisional evaluation
(in lac Taka)
|
||
|
|
Equity
|
Bank Loan
|
Total
|
|
Land
|
90.00
|
--
|
90.00
|
|
Development of land
|
--
|
--
|
--
|
|
Buildings.
|
21.53
|
155.00
|
176.53
|
|
Other Construction works
|
18.34
|
50.00
|
68.34
|
|
Importable machinery
|
171.78
|
306.90
|
478.68
|
|
Local machinery
|
21.25
|
10.26
|
31.51
|
|
Duty and other charges
|
23.93
|
--
|
23.93
|
|
Internal rent
|
5.00
|
--
|
5.00
|
|
Furniture and office equipment
|
5.90
|
-
|
5.90
|
|
Fittings, setting up and security deposit
|
34.46
|
-
|
34.46
|
|
(Electricity and Gas)
|
|
|
|
|
Development cost :-
|
|
|
|
|
IDCP
|
|
|
|
|
Preliminary cost
|
-
|
49.08
|
49.08
|
|
Conditional expenditure
|
4.10
|
--
|
4.10
|
|
Machinery
|
-
|
14.36
|
14.36
|
|
Building
|
-
|
8.83
|
8.83
|
|
Total permanent cost
|
396.29
|
594.43
|
990.72
|
|
Initial current capital
|
18.67
|
28.00
|
46.67
|
|
Total investment of the project
|
414.96
|
622.43
|
1037.39
|
|
Quantity of date and equity
|
|
|
60:40
|
Para-
3 Loan distribution schedule :-
Rules and procedures noted below
will be followed in the land development construction of project office and
other buildings, all the machinery, setting up of the same, property
collection, other necessary provisional expenditures etc. in the implementation of the project:-
3-1.
Project land
:-The project will be established on
74.90 acres of land in
previous no.
560 Present no. 74 Mauja Diakhali SA- 145, Mutated 87/its parts and no. 1128,1167,3403, previous
plot no. 190,191,192, present plot No. 1151,1152,1153, 1154 in P.S. Savar,
District- Dhaka.
3-2.
The project land
which has been clearly noted in the schedule will need no development work to
construct project office and other buildings.
Contd. P/13
Page - 13
3-3. Project office buildings and other
construction works:-
The loanee will deposit the share of
principal amount fixed for him at the Branch in cash for the project office
building and other construction’s work. This will be paid afterwards keeping
consistence with the progress of work. The progress of work will be certified
by the Branch Manager, officer of the regional office/ city engineer and a
responsible officer of the secretariat of the circle concerned on a joint on
the spot inquiry. The fixed equal principal amount must be deposited on demand
like other fixed equal principal amount under this head noted in the project
implementation plan. (The amount invested as fixed principal as per investment
plan and need not be deposited again) The amount already invested will be
treated as fixed equal principal amount (Equity).
The Bank branch will supervise and
examine the correctness of the deposit of the fixed equal principal (equity) by
the loanee step by step as per loan distribution schedule. The actual investment
and its use of the fixed equal principal
amount (Equity) by the loanee will be jointly certified by the officer
nominated by the Bank and the officer deputed by the Industrial Development
Credit division. The amount of Loan will be distributed on the proper
investment of the equity and its proper utilization for any concerned works as
per loan distribution schedule.
As per approved sketch map
the schedule of the investment, its utilization and progress of work of the
project office building other
construction works is as follows:-
A) The proposed construction works:-
|
Sl. No
|
Description
|
Area
|
Unit rate (in Tk)
|
Value of the proposed work (in lac)
|
|||
|
1st stage-
|
)Factory building with foundation for four storied
up to plinth area :-
Earth cutting at the foundation,
RCC foundation Column up to
plinth, , great Beam, Sand filling, floor construction
as per supplied map, design and estimate.
2) RCC Frame structure, wall by
5 inches brick, indeed outside
plaster, mosaic the Hon, Doors by
Segun wood, Thai Aluminum in windows,
Design plaster, standard paintings
according to the map. design and estimate.
Ground floor = 15818.69
1st floor =
10070.00
 Tk.
25888.69 |
15818.69
25888.69
|
265.00
520.00
|
41.
134.62
|
|||
|
|
176.53
|
||||||
|
|
2nd stage :-
|
|
|
|
|||
|
B)
|
Proposed Other Construction works :-
|
|
|
Contd. P/14
|
|||
|
Boiler substation garage
|
.
|
|
|
|||
|
|
wall with 5” brick, inside outside
plasters, Painting of high standard and sand filling in the floor,
Cement finishing after RCC works on the floor, all finishing works
will be done as per sketch map
estimate and design.
|
1251
Sq ft.
|
450.00
|
5.63
|
|||
|
2
|
Boundary wall RCC Column, Base
Column Great Beam, Lintel, by 5”brick,bardat wear fencing
2’-0 height, and up to height from” of Tulip.
|
500 Rft
|
750.00
|
3.25
|
|||
|
3.
|
Lime terracing parapet wall. Top room etc. -- --
|
|
|
6.50
|
|||
|
4
|
RCC over head tank (8000 Gallon) -- --
|
|
|
2.95
|
|||
|
5
|
ETP (RCC) striatum as per estimate.
|
3500 Sft --
|
|
25.00
|
|||
|
6
|
Water snuffle, Electricity and
Sacristy connection with Electric and sanitary Slandered(14% of the
constructing works)
|
|
|
24.71
|
|||
|
|
3rd Stage:
|
|
|
68.38
|
|||
 C) |
Expected expense 5% (of construction)
|
|
|
8.83
|
|||
|
|
Total construction other works expenditure Total construction other
works expenditure (A+B+C)
|
176.53+68.34+8.83= 253.70
|
|||||
The
approval of the industrial elopement overt division must be obtained before distribution
of the amount of expenditure for the above construction works.
Contd. P/15
Page - 17
(Three)
For
importable machinery M/S. Daika (Chemiland)Ltd.,
City Hear Bhaban, Suit No. 07/06 (6th
Floor), 67, Naya Paltan, Dhaka – 1000, Indent
No. – Offer/Dcl/0236/0- 10/2002, Date - 02-06-02, M/S. Brady & Co. (Bangladesh)
Ltd. 31, Bangabandhu Avenue, GPO Box No. 60, Dhaka – 1000, Indent No. 66987,
Date – 12-03-02, M/S. Time Power Engineering Ltd. 134/A, West Kafrul Agargaon,
Taltala, Dhaka – 1207, Indent No. TPE/GO/2002/128, Date – 18-11-02 for local
machinery M/S. Zoinal Abedin & Co. Lte 114/2A Hazi Lamiah Sarder Road, Muradpur,
Zurain, Dhaka – 1204, Indent No. Zero, Date
– 29-01-02, M/S. Powerman, 67, Dilkusha C/A (1st Floor), Dhaka –
1000, Mirpur –2, Dhaka – 1216, Indent No. PBL/02:
427/55, Date – 17-02-02 (not given
quotation) and for the furniture – M/S. Otobi Design Corner, 3, Krishi Market Masjid Complex, Ring Road,
Mohammadpur, Dhaka – 1207, Invoice No. Zero,
Date – Zero have been finally approved . There is no intention to change this.
Tender for car will have to be invited and the Branch Bank will examine and
verify the price.
3.4
(a) For importable machinery :-
As
per specification of the loan distribution schedule (3.3) of the ground floor
of the construction work of the 1st stage the credit letter /card
will be opened for import of machinery, operators etc noted under schedule 3.4
(a) on prior approval of the industrial Development credit division of the
principal office of the bank. Before opening the L/C for import of machinery
the loanee will have to be deposit Tk. 165.71 Lac (One crore Ninety five Lac
seventy one thousand taka) in branch Bank consumed as margin under the
following heads :-
For
equity of matchers - 171.78 Lac
Duty
and others - 23.93 Lac
Taka
195.71 Lac
Besides
this Addition al expense if needed and internal rent cost of fittings and
setting up to any will be loan by the loanee from his own fund.
The L/C for in part of import of
machinery under Bank loan will be opened through the Bank.
3.4
(b) Local Machinery: Local machinery will be contacted after successful
completion of the project office buildings and other construction on approved
of the industrial development credit division of the principal office of the
Bank.
The 10 loanee will have to deposit
TK. 21.25 Lac to Bank Branch as equity to fore collection of local receiving of
the local machinery and implements. The deposited amount of Tk. 21.25 Lac plus
Bank loan 10.26 Lac a total of Tk. 31.51 Lac will be paid to the supplier of
the machinery under pay order/ pay slip by the Branch Bank. The loanee/his
authorized representative of the Bank
will jointy receive the supplied machinery. The conveyance cost of the
machinery / implements will be born by the loance from his own fund.
3.4
(c) Provisional cost of machinery / implements for the conditional cost under
head machinery / implements Tk. 14.36 Lac is kept reserved to meet the up and
down of the forage exchange rate. The loan prescribed under this had will be
distributed to the loanee if needed on the approval of the industrial
Development credit Division of the perennial office of the Bank.
3.4
(d) Other properties:- The loanee will collect the office furniture equipment’s
etc. investing Tk. 5.90 Lac as fixed equal principal.
3.5
Cost of project Development:-
3.5
(a) Interest during construction and project implementation:- An amount of Tk.
49.08 Lac has calculated as interest payable on principal loan amount during
construction and the implementation of the project.
Contd. P/18
Page - 18
However, the actual amount of interest calculating at
the rate of 9% simple interest will be payable after 12 months from begining of
commercial production in the project in 5 yearly installment Tk. 49.08 Lac has
been calculated as interest for the project implementation period separately
but and that has not been included in loan repayment schedule.
3.6
(b) Initial Expenditure of he project:- the loanee will invest Tk. 4.10 fixed
for equal principal for collection and execution of necessary deeds.
Para
4: Current principal / capital :- After setting up all the machinery in the
project office building. The loanee will start production on experimental bass.
There after, the branch manger/its representation and he authorized officer of
the Industries development credit division of the principal office of the Bank
will joints inspect the project and submit the report to the bank. Being
definite and sure about the readiness of the commercial production of the
project through the inspection report. The current capital will be desbursed
according to the Condition of loan granting letter on approval of the
industrial development credit division of the principal office of the Bank.
Para-
5: Other conditions :-
5.1
For proper implementation of the project the attritional expenditure of any for
the increase of the cost of materials or for any unexpected reasons, the entire
amount of the additional cost will have to be borne by the loanee himself for
his own fund.
5.2
As per instruction of the Govt. of Bangladesh / Bangladesh Bank / Bank
Authority, the rate and the loanee is bound to repay the same.
5.3
The L/C for collection of machinery for the project will have to opened as per
condition of the loan granting letter with in 6 (six) months of the receipt of
the loan granting letter.
5.4
The loanee will have to arrange pre-shifting post shifting and officer
necessary performances guarantee as per Conditions of loan granting letter
5.5
All the machinery /apparatus/ Profuse for its carrying up to project site to be
insured. The carrying of imported machinery / product for the post of us
loading and for delivery up to the project site will be done under the joint
supervision of the office of the branch and he loanee. After arrival of the
machinery on the project site, the loanee will certify in writing of the branch
about the receipt of those materials and machinery as per indent/quotation
approved by the bank.
5.6
All the expenditure under this loan will be supported by bill / voucher receipt
etc. The loanee shall submit three copies of the stamped voucher including the
original of the expenditure to the bank branch.
5.7
The collection principle/ procedure
concerning this will be applicable for collection of the selected machinery of the project.
Para-6:
Schedule of the repayment of loan principal- 545.35 Lac. Interest 9%,
Installment-16, constriction period – 12 months, Duration of Installment-half
year, Installment of the principal- 34.09 Lac, Installment of interest- 16.11
Lac. IDCP - TK.49.08 Lac,
Installments Taka.9.82 Lac (To be adjusted in 5 yearly installments)
Each installment (excluding IDCP) 50.20
Lac (Half yearly)
Para-
6.1 Long term capital loan:-
As
per schedule of loan repayment (Appendix a) the long term capital loan is
payable in 16 equal half yearly installments, the first installment being
payable after 30 months of the distribution after installment of loan. Due to
change the rate of interest. The schedule of payment of interest may be changed
and the loan will be payable accordingly.
Contd. P/19
Page - 19
Para:-
7 Affirmative Covenants:-
7.1
Loanee :- Production to be started within 6 months of the arrival of machinery
on the project site.
7-2.
Quarterly Report on the condtionand progress of the project to be submitted to
the Bank Branch regularly.
7-3. For repayment of the installment of loan,
the required amount to be deposited opening an account in the Bank at the end
of each under Head Loan repayment fund financial years, the payment will have to be made to the
proper head after withdrawal for that fund on the date fixed.
7.4
All the necessary papers registers, files will have to be placed to the bank on
demand : And to place all necessary information, materials to the bank for
supervision of the condition of project.
7.5 All yearly audited accounts of the project
are to be submitted to the bank branch within 90 days before the financial year end and a certificate
regarding the audit and accounts of the project from any Chartered Accountant
acceptable by the bank will also to be submitted
-
Mr. Jalil
Page – 19
M/S. DK. Knitwear Ltd.
7.6
Due to the
alteration of the policy of the Government
or the Bank to change conditions,
addition, revision, or fixation to conduct loan in view of requirements will
provide unilateral authority.
7.7
The bank as a
recipient and the recipient as a mortgage giver the entire immovable property
of the project against joint name for all probable risks will adopt Insurance
Policy and until all loans are adjusted the policy will have to be kept in
maintenance.
7.8
On completion of
the implementation of the project at least 98 persons have to be provided with
employment opportunities.
7.9
All business
concerning importation –exportation of the project have to be conducted through
Agrani Bank.
7.10
“ Established
with the financial assistance of Agrani Bank” this sentence duly mentioned a
standard size signboard , at the cost of the loan recipient, in front of the
project situated must be displayed.
7.11
With a view to
implementation and establishment the below mentioned Project Implementation
Progress Schedule(Draw-down Schedule) has to be purused.
|
Sl. No.
|
P r o g r a m
|
Execution of works(Months)
|
(a) Collection
of the Project Land :
(b) Development of land :
1st
(c) Completion
of the land development 3rd
(Four)
Commencement of
the erection of Project
Building
and other erection
works. 1st.
(Five)
Completion of
70%(Seventy per cent) concerning the
works of
Project Buildings and other erection works 6th
(Six)
Completion of
100% of the Project Buildling and dother
erection works 9th
(Seven)
According of
orders in connection with collection of
local
aparatus. 6th
(Eight)
Opening of L/C
for collection of importable
machinery/apparatus 4th
(i) To
reach the imported apparatus at the port 6th
(Ten)
To reach imported apparatus at the
place of the project
after
release from the port 7th
(Eleven)
Installation of the apparatus at the
project 9th
(Twelve)
Completion
of electrification and sanitation 9th
(m) Unexpected
delay for implementation 10th
(n) Commencement
of production on test basis 11th
(o) Commencement
of production on commercial basis 12th
Clause-8: Conditions(Negative
covenants):
8.1
Please do not
provide any loan or do not invest against
any account of the loan
sanctioned against the project.
8.2
No loan,
guarantee against any liability can be created
against the assets of
the project without prior permission
in written by the bank.
Contd. P/20
Page -
8.3
Without prior
permission of the bank the mode the ownership
of the project or
enlargement and revision of the transfer of
share can be made.
8.4
No transaction
with other banks can be made without permission
of the bank.
8.5
No
asset/furniture/apparatus or any part of these can be moved or sold without
prior permission of the bank. In case of essentially need with a view to move
for repair or for other reasons has to be informed in writing to the
bank/branch: otherwise without obtaining written approval can not be moved
whatsoever.
8.6
The loan
sanctioned in favour of a company/firm/establishment under personal ownership,
that company/firm/establishment under personal ownership and its
shareholders/his-her-their fixed share/interest and rights of the establishment
under personal ownership concerned can in no way transfer/sell of the same, if
does /do so shall automatically be considered as liable to be cancelled and in
that case if not otherwise mentioned in the schedule of the loan payment, all
loans including arrears shall be deemed to be realisable.
8.7
Without prior
permission of the bank in respect project management can be made no alteration.
8.8
The net tangible
assets amounting 941.64 lac can not be decreased until prior to commencement of
commercial production.
Clause-9:Probable result for
non-realisation:
9.1
Bank will reserve
rights to realise compound interest applicable from time to time provided the
loan acceptor fails to pay the loan as per payment schedule and, accordingly
the loan acceptor shall be liable to pay the arrear loans including compound
interest.
9.2
Due to the
following reasons the bank can by issuing written notice to the loan acceptor
declare instantly the loan including
accumulated interests realisable:
(One)
if the loan
acceptor fails to pay the required
interest,
(Two)
if fails the loan
acceptor to pay the required principal,
(Three)
if violates this
agreement and any condition/section/sub-section
of the loan sanctioned letter,
Clause-10:Miscellaneous:
10.1
Out of others the
loan sanctioned under this agreement shall be effective subject to the
conditions mentioned below:
“ If there is required
fund for distribution of loan”
10.2
Other ordinary
conditions to accept loan from the bank shall also be applicable for this loan.
10.3
The execution of
the date in the next two months the all documents of the loan have to be
accomplished otherwise the grant shall be cancelled.
10.4
If any
condition/section/sub-section concern is needed to be clarification would be done that by the bank/branch and the loan
acceptor jointly. In case of difference of opinion, the decision of the
bank/branch shall be as final.
10.5
On receiving all
principals of sanctioned loan including all interests and other all payables
this agreement and under this agreement all liabilities shall be relieved of.
Page -
On understanding mentioned all conditions
section/sub-sections in this agreement at the end of both the parties today fourteen hundred
...............Bangla
era...............................................................................
by consent of both the parties without being
provocated with seal of the individuals in presence of the witnesses mentioned
with consciousness have set our hands:-
On
behalf of the bank and branch On
behalf of the loan
acceptor
Signature: Signature:
Seal
Seal
Witnesses:
1.
Signature:
Name :
Address:
2.
Signature:
Name :
Address:
3.
Signature:
Name :
Address:
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