This agreement is executed on this………… day of ………… two thousand ………... (………………20) between.

WHEREAS in consideration of the above promises. The First Party ………… offered as required by the SFAC by way of equitable / registered mortgage / creation of charge on agricultural land / lands and appurtenants / building thereto as described in Annexure – I hereof & the goods / machinery / vehicles / equipment / livestock / including those which may come into existence by natural increase, accretion or purchase or otherwise hereinafter collectively referred to as ‘Hypothecated Assets / Mortgaged Assets' and more fully described in the Annexure – B hereto and belonging to the Borrower/s shall to the extent of value equivalent to Venture Capital contribution by SFAC shall stand hypothecated / mortgaged to the SFAC as security for the due payment of the amount due by the Borrower to the SFAC from time to time. Thus other terms and conditions as agreed between the SFAC and the Borrower are as follows:

1. The CEO of the Borrower Company / Association must be a professional person and not a family member.

4. That Borrower has the option to refund the equity amount contributed by SFAC at a predetermined rate which can be prior to due date of repayment of Term loan.

6. That the Borrower/s hereby undertake to utilize the Venture Capital Assistance / Loan given by SFAC only for the purpose for which it was given. In the event of diversion / misutilization / violation of purpose SFAC reserves the right to recall the entire amount in lump sum.

7. That in case the Borrower does not repay the Venture Capital in lump sum immediately after repayment of Bank Loan and the amount is converted into loan, Borrower will be required to pay the entire amount of loan together with accrued amount of interest in 4 quarterly instalment. Rate of interest will be the same as charged by the Bank on its Term Loan.

8. That the Borrower/s will give authority to Lending Bank on the instruction of SFAC to debit his/their SB/Current Account No…………………..at any time after repayment of term loan with the amount of instalment, interest, charges, costs, expenses incurred as per the rules of the SFAC without any further reference to him/them and undertake(s) to provide sufficient balance in his/ their account/s. Borrower can also pay by way of demand draft in favour of “Small Farmers' Agribusiness Consortium”, payable at New Delhi.

9. That the Borrower/s hereby declare/s and confirm/s that he/they is/are the absolute owner/s of the hypothecated assets and mortgaged assets and hold the same in good condition as trustee/s and agent/s for and on behalf of the SFAC till the redemption of Venture Capital and/or he/they is/are in possession of the lands mentioned in the Schedule B.

10. That the Borrower must submit their balance sheet/Financial Statement duly signed by C.A. every year to SFAC.

11. That the Borrower/s hereby agree/s and undertake/s the following:

(i) To Pay all taxes, rates and rents regularly and in time in order to keep the hypothecated assets and mortgage assets free from distress, attachment, sale, etc.

(ii) Not to mortgage, pledge, charge, hypothecate, sell or dispose off in any manner the movable/immovable property referred to in the Schedule hereto.

(iii) To keep SFAC indemnified at all times for the losses caused to it on account of behaviour of Borrower.

(iv) Not to obtain financial assistance from any other person/institution/s while any liability with SFAC is outstanding.

(v) To execute any other records and/or to furnish any information as required by the SFAC and create such other or additional charge, mortgage and arrange for registration with the prescribed authorities whenever called upon the SFAC at his/their expenses.

(vi) To insure the hypothecated assets and mortgaged assets as per Schedule/s for their full market value against fire and/or such other risks as may be required by the SFAC or prescribed by any law/scheme for the time being in force with ‘SFAC Clause' and hand over the same to the SFAC.

(vii) To take all steps like initiation of filing claims, furnishing necessary information to the SFAC and Insurance Company.

(viii) In the event of claim the Borrower shall be liable to repay to the SFAC the entire outstanding liability without requiring the SFAC to proceed against the Insurance Company.

(ix) The security offered by the borrower shall be a continuing security for the balance ultimately due to the SFAC and is not to be treated as closed for the purpose of this security.

13. That the Officers or nominees of the SFAC, if any shall be entitled to enter and remain at any place where the hypothecated assets and mortgaged assets may be kept to view, inspect, make inventories and value and in case of any amount remained outstanding on a specific date (By which all Venture Capital would have redeemed) then to take possession of the same for the purpose of sale or use or otherwise dispose off all or any of the hypothecated goods and mortgaged assets by public auction or private treaty without intervention of the court and apply the net proceeds towards liquidation of all sums due by the Borrower/s as per the rules of the SFAC and as SFAC may deem fit and necessary. The Borrower/s hereby agree/s to accept that on account any such sale or realization and in case of shortfall undertakes to pay such further balance as may be due by the borrower/s forthwith. Any cost incurred by SFAC for realization of its money by sale of hypothecated assets and mortgaged assets will be added to the outstanding liability of loan amount of SFAC and recoverable from Borrower.

14. That the borrower/s hereby declares that the contents of this agreement have been read by/read over/explained to him/them and h/they have understood the same and signify/ies his/their consent to abide by the same.

15. That the Borrower shall not remove or dismantle any of the goods, assets as per schedule without the consent in writing of the SFAC except in any case where such removal or dismantling shall be in the opinion of the Borrower necessary by reason of the same being worn out, obsolete, discarded, injured, damaged or broken by other of a similar nature and of at least equal value shall also whenever necessary/renew or replace all such assets to be used for the purpose of or in connection with the business of the Borrower as and when the same shall be worn out, obsolete, discarded, injured, damaged or broken.

In case of any dispute concerning with the agreement the same shall be referred for adjudication to Indian Council of Arbitration, Federation House. Tensen Marg, New Delhi, and provisions of arbitration & Conciliation Act 1996 will apply. The Venue of such Arbitration will be Delhi.