DIRECT DEBIT BILLING AND SETTLEMENT

by

Abdul-Rahman Ghalayini

Inland Clean Bill

March 2010

INLAND CLEAN BILL

Banks, in general, are in continuous move in searching for innovative ways to increase, and build-up their non-interest/service-based income. In addition, they always do their utmost to differentiate themselves financially and non-financially by introducing widely recognized, and universally advanced financial services.

Moreover, advancements in technology are giving a great boost for banks to develop different kinds of automated and complex techniques to process, support, and handle service-based transactions in big volumes timelessly, and without any negative effect on the quality of the delivered service.

Banks offer service-based solutions and services to smoothen the business relationship between the consumer and the service provider in terms of enhancing the billing and settlement processes that take place between the two parties.

In this connection, most of the banks offer direct debit arrangements, in the same time, as a remarkable financial solution to service providers and as an added-value financial service to consumers.

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While this financial solution helps service providers to streamline their billing and collection processes, and simplify their reconciliation activities, this added-value financial service gives an outstanding benefit to consumers to help them in meeting their financial obligations seamlessly, and effortlessly.

As such benefits look impressive, at the same time, to banks, service providers, and consumers, the current direct debit arrangements that are being implemented and followed within banks lack, in general, a definite form for legal consideration, an acceptable format for exchanging monetary values, and an agreed mechanism for clearing and settlement.

Classical Scenario begins with the consumer (the “debtor”) getting into a service level agreement with the service provider (the “creditor”) on certain terms and conditions that creates a business relationship between the parties, regulates the usage of a specific service offered by the creditor and utilized by the debtor (the “debtor”), and legalizes their contractual bindings. In light of the enforced service level agreement, the creditor would have the right to raise invoices at the end of each billing cycle against any kind of such utilization by the debtor, and, accordingly, the debtor would be bound by a financial obligation resulted from such usage towards the creditor.

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On billing date, the creditor (the “payee”) would raise an invoice and present it for payment directly to the debtor (the “payer”). Thus, the payer would become obliged to make a payment either by a traditional monetary instrument, in the form of currency notes, or current dated cheques, or through electronic monetary instrument by instructing the payer’s bank to make a payment in electronic, or physical form against manually, or electronically initiated payment instruction.

In Normal Scenario, direct debit service comes to play an important role from the payer’s perspective, where the payer’s bank offers such financial service in a form of an unconditional standing instruction. Such standing instruction authorizes the payer’s bank to debit the payer’s account on payment due date, and make a payment on payer’s behalf in whichever suitable form to the payee’s account against the invoice that would be presented for payment directly to the payer’s bank. This kind of action is always required to be supported by an undertaking signed-off by the payer in a form of an unconditional standing instruction to accept and settle all invoices raised and presented for payment by the payee anytime in the future.

This Normal Scenario leaves the payee in a complex situation with two difficulties to struggle with:

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1. the need to adopt different types of invoice presentment mechanisms with the payers’ banks

2. the need to follow numerous processes to conduct accounts reconciliation on periodic basis

which may, in most of the cases, lead to heavy transaction cost.

In order to help the payee to overcome the above difficulties, the payee’s bank in the Typical Scenario comes between the payee and the payer’s bank to invest its ability to reach, and communicate with all banks operating in the country through different forums, and channels to exchange payments, and/or information, and to act, on a separate footing, as a solution provider to the payee, and, at the same time, as a service provider to the payer.

As Central Bank of Lebanon (“Banque du Liban”) recognizes direct debit transactions as non-cash payments that follow the Typical Scenario, choosing the appropriate implementation mechanism and deciding on the suitable processes left to the banks.

Accordingly, the challenge here is to find a common solution, which enables the creditor to request for payment that would be made directly from debtor’s account into creditor’s account, and carries a legal enforcement to convert the invoice, which raised in the form of demand for payment, into

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an order to pay, which would be issued in a form of a negotiable instrument, by the creditor.

By close examination of negotiable financial instruments used in trade like transaction under documentary collection service offered by banks, we find that ‘bill of exchange’ provides an accepted, and regulated form of a negotiable financial instrument that acts as an unconditional order to make payment, and constitutes of the most suitable physical format to exchange monetary values.

In addition, the bill of exchange permits the creditor to act as the drawer on the instrument, and issue such instrument requesting the debtor being the drawee on the instrument, to make a payment in favor of the creditor, himself.

In summary, the bill of exchange could be used as a legal evidence of debt, considered by law with legal enforcement, accepted as a negotiable instrument for settlement of debt.

Such instrument, which issued against trade-like transaction that took place in the Lebanese territories and based on particular service, is known as “Inland Clean Bill of Exchange” and could be called simply as “Bill”.

As a consequence and in order for the creditor to outsource the activities of issuing and settling such bills, banks, in all cases, must have a sufficient, and an adequate authorization, or standing instruction to issue a bill in a form of a negotiable

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financial instrument, and in a specific format that would be considered by all banks for exchanging monetary values.

As such, the creditor’s bank could issue a bill, on behalf of the creditor, to order the debtor’s bank to make a payment on behalf of the debtor against such bill. Upon payment, the presented bill would be discharged, and the raised invoice would be considered settled by the debtor.

This type of bill of exchange is well governed and regulated by Code of Commerce under ‘Trade Bills and Other Negotiable Bills’, and allowed to be cleared and settled through the existing Local Clearing House, provided its form and format are in compliance with guidelines of Local Clearing House of permitted negotiable financial instruments.

The Typical Scenario structure is composed mainly of three financial agreements, and would involve five parties, as explained below:

Agreements Involved:

1. The “Service Level Agreement”, made and entered into effect between the consumer and the service provider, sets the terms and conditions of the performance of the service that would be utilized by the consumer, and specifies the characteristics of the billing and settlement cycle.

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2. “Direct Debit Service Agreement”, made and entered into effect between the payer and the payer’s bank, sets the terms and conditions of the performance of the direct debit service offered by the bank, and outlines the applicable fees and charges. Accompanied with “Direct Debit Request Form”, made and entered into effect between the payer and the payer’s bank, authorizes the payer’s bank to accept and act on such bills issued and presented for payment by the payee’s bank.

3. “Billing and Collection Agreement”, made and entered into effect between the payee and the payee’s bank, sets the terms and conditions of performance of all related collection and settlement activities.

Participating Parties:

1. Consumer as the buyer, the debtor, the drawee, and the payer

2. Service Provider as the seller, the creditor, the drawer, and the payee

3. Service Provider’s bank as the payee’s bank

4. Consumer’s bank as the payer’s bank

5. Local Clearing House as clearing and settlement house for such instruments

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Appendix A

INLAND CLEAN BILL

INLAND CLEAN BILL

Bill No.Date

Exchange for

At sight of this FIRST Bill of Exchange (Second Unpaid)

Pay to the order of

(Drawer)

The Sum of

Drawn under Direct Debit Request Form number ____________ dated ________ (Drawee’s Bank)

To (Drawee)

(Drawee’s Bank)

(Drawer’s Bank)

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Appendix B

DIRECT DEBIT SERVICE AGREEMENT

This DIRECT DEBIT SERVICE AGREEMENT (this “Agreement”) is made and entered into effect as of _________________ (the “Effective Date”) by and between

__________________ (the “Bank”) a public joint stock company validly exists under the _______________ law of ____________ (the Country), having its principal place of business in __________ (the City), P.O. Box ______, _________ (the City), _____________ (the Country)

AND

______________________________________________________ (the “Customer” being the “Acceptor”) whose registered office is at _____________ and address is P.O. Box _____________________, _____________ (the City), ____________________ (the Country)

The Bank and the Customer are each a “Party” and together referred to as “Parties.”

RECITALS

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Whereas, the Bank offers Direct Debit Service (this “Service”) whereby the Bank, and on behalf of the Customer, accepts and makes payment against inland clean draft – known as the “bill” – which is issued by the beneficiary’s bank, and presented for payment through the Local Clearing House.

Whereas, the Customer desires to utilize this Service, in order to authorize the Bank to make payment against such bills on behalf of the Customer.

Now, therefore, in consideration of the promises, the mutual covenants and agreements herein contained and other good and valuable considerations, the receipt and sufficiency of which are expressly acknowledged, the parties hereto, intending to be legally bound, agree as follows:

AGREEMENT

This Agreement outlines the scope of this Service, the Customer’s responsibilities, and the Parties’ rights, and expectations in respect of the Direct Debit arrangement made between the Customer and _______________________ (the “Beneficiary”).

ARTICLE I

DEFINITIONS

“Law” means, laws of.

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ARTICLE II

SCOPE OF SERVICE

During the term of this agreement, the Customer unconditionally and generally accepts all inland clean bills that would be issued, and presented for payment through the local clearing house by the beneficiary’s bank.

The Customer irrevocably authorizes the Bank to accept all such bills, and, accordingly, to debit the Customer’s nominated account for making payment against the face value of presented bills.

ARTICLE III

RESPONSIBILITIES

The Customer agrees to make available to the bank a copy of the current Direct Debit Request form stamped by the beneficiary as acknowledgement.

The Customer agrees to make sure that available funds in the Customer’s nominated account are sufficient and adequate to make payment against the presented bill on payment due date.

ARTICLE IV

LIABILITIES

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The Customer is liable to all bills issued and presented for payment in the agreed manner.

The Bank shall have no liability whatsoever to the Customer for fraudulent like bills.

The Customer understands that the Bank is under no obligation whatsoever to inform the Customer in case of dishonor of the bill.

The Customer understands that the Bank is not liable for any dishonor of non-payment of the bill in case the Customer is found not to have sufficient and adequate funds, or available credit in the Customer’s nominated account for satisfying a particular bill.

The customer understands that the Bank is not liable for any dishonor of non-acceptance of the bill in case:

The Customer is not maintaining anymore a current account or relationship with the Bank.

The bill was issued and/or presented not in accordance with the guidelines of local clearing house for permitted negotiable financial instruments.

The Customer understands that the Bank’s books and records shall be final and conclusive evidence of the correctness of any transaction passed on the Customer’s nominated account.

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ARTICLE V

FEES AND CHARGES

The Customer agrees to pay the Bank’s fees for enrolling into this Service.

The Customer authorizes the Bank to debit the Customer’s nominated account for any charges arise from processing such bills.

The Customer understands that the Bank would always apply the fees and charges as per the Bank’s latest tariff.

ARTICLE VI

WARRANTIES

The Bank represents and warrants to customer that, during the term of this agreement, Uninet-Corporate:

Will perform in material conformance with the corporate online banking authorized services.

ARTICLE VII

TERMINATION

Not withstanding any other provision hereof, this agreement may be terminated as follows:

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By mutual agreement of the two parties

Immediately by the Bank in the event that the customer becomes insolvent, files or is forced to file any petition of bankruptcy, or makes assignment for the benefits of its creditors

By the Bank upon terminating its relationship with the customer

Any termination of this agreement shall not release the Customer from paying any fees and charges owed to the Bank; whereas all the financial obligations owed by the customer to the Bank shall become immediately due and payable upon termination.

Upon termination, the Customer authorizes the Bank to notify the beneficiary’s bank in writing of such development.

ARTICLE VIII

CONFIDENTIALITY AND DISCLOSURE

The Bank understands the importance of protecting the customer’s information and undertakes strict measures to implement and comply with its internal information security procedures designed to prevent and minimize the possibilities of misuse of confidential information.

ARTICLE IX

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MISCELANEOUS

Amendments: The Bank may change the terms and conditions of this agreement at any time by adding, deleting or amending its contents, and accordingly notify the Customer of such changes in writing fourteen days before the application date.

Applicable Law and Jurisdiction: This agreement is governed by and construed pursuant to the laws of _______________ (the Country), and the courts of ________________ (the City) shall have jurisdiction over any dispute arising from this agreement.

Dishonor: On one hand, the Bank may dishonor the bill by non-acceptance if the bill was issued and presented in a manner not in accordance to the guidelines of local clearing house for permitted negotiable financial instrument, or in case of termination of this agreement. On other hand, the Bank may dishonor the bill by non-payment in case the Customer is found not to have sufficient and adequate funds, or available credit in the Customer’s nominated account for satisfying a particular bill.

Assignment: Neither this agreement nor the rights and obligations hereof in whole or part, shall be assignable by either party whether by operation of law or otherwise without the prior written consent of the other.

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Force Majeure: The Bank shall not be liable for any delay or failure in accepting, or making payment against such bills caused by factors beyond the Bank’s reasonable control including, without limitation, acts of regulatory authorities, war, terrorism, riot, act of nature including, but not limited to, floods earthquakes, failure of relied on services provided by third parties, except in cases where such events may be remedied within a reasonable time.

Waiver: Failure or delay on the part of the Bank to exercise any power, right or remedy under this agreement shall not operate as a waiver thereof, nor shall any partial exercise by the Bank of any power, right or remedy prevent any other alternative exercise by the Bank of any power and/ or the remaining powers.

Severability: In the event that any provisions of this agreement is held to be invalid, illegal or unenforceable under the laws of the applicable jurisdiction; the validity, legality and enforceability of the remaining provisions (or any remaining part of such provisions) shall not be in any way affected or impaired.

IN WITNESS WHEREOF, the parties have caused this agreement to be executed by their duly authorized representatives on this __ day of ___________ 20__.

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Signed and stamped on behalf of the Customer by:

Name ___________________ Name __________________

Designation

___________________Designation

__________________

Signature

___________________ Signature __________________

Signed and stamped on behalf of the Bank by:

Name ___________________ Name __________________

Designation

___________________Designation

__________________

Signature

___________________ Signature __________________

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Appendix C

DIRECT DEBIT REQUEST FORM

Direct Debit Request Form

Date of Request:

This completed Direct Debit Request Form (if applicable) should be returned to

_______________

Direct Debit Request Form (this “Request”) is to be completed if the Customer desires to make payments directly to _____________________ for settling any financial obligation created by the raised invoices in accordance with the current enforced Agreement _____________________ between the Customer and ___________________ (the “Beneficiary”).

(this “Authority”) Authority to Accept and to Honor direct debit instructions presented for payment in the form of Inland Clean Bill of Exchange (the “Bill”) through the Local Clearing House, and in compliance with guidelines of the Local Clearing House of permitted negotiable financial instruments.

Name of Account Holder (the “Customer”)

Account Number (the “Nominated Account”)

To the Bank Manager,

Bank Name (the “Bank”)

Bank Branch

The Customer unconditionally and generally accepts the Bills that would be issued and presented for payment by _____________ (the “Beneficiary’s Bank”) through the local clearing house, and on behalf of ________________________ (the “Beneficiary”).

The Customer irrevocably authorizes the Bank, until further notice in writing, to debit the Nominated Account in order to make payment against the face value of such Bills.

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The Customer understands that the Bank would consider this Authority only upon the terms and conditions of this Authority, and the currently enforced Direct Debit Service Agreement between the Bank and the Customer.

By signing this Request, the Customer considers the terms and conditions of this Authority and this Request are legally binding.

Authorized Name, for and on behalf of the Customer

Authorized Signature

Date (the “Effective Date”)

FOR THE BANK USE ONLY

Date Received

Recorded By

Checked By

Terms and Conditions of this Request

The Customer acknowledges that this Authority would remain in full force and effect in respect of all presented bills.

The Customer acknowledges that any dispute as to correctness or validity of an amount debited to the Customer’s Nominated Account shall not be the concern of the Bank.

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The beneficiary agrees to ensure that the Beneficiary’s bank would issue the Bills with face value that is in agreement with the due amount of the correspondent raised invoice, and in a form that complies with the guidelines of the local clearing house of permitted negotiable financial instruments.

The beneficiary considers the responsibility of presentation of such bills for payment to take place by the beneficiary’s bank, through the local clearing house, and on or after the invoice due date.

The beneficiary acknowledges that the payment received in full against the face value of the presented bill would discharge the bill, and would be considered as full settlement of the due amount of the correspondent invoice.

The Beneficiary understands that the Customer has the right to terminate this Authority as to future payments by submitting written request to the Bank on mutual agreement between the Customer and the Beneficiary.

The Customer understands that no stop payment could be applied or allowed on any bill presented for payment in the agreed manner before the termination date of this Authority.

The Customer and the Beneficiary (the “Parties”) acknowledge that the Bank would use reasonable care and

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skills in acting in accordance with this Authority, and the Bank accepts no responsibility or liability, whatsoever, in respect of:

o The accuracy of information presented on the bills.

o Any variations between invoices raised by the Beneficiary and the face value of the issued and presented bills by the Beneficiary’s bank.

The Parties acknowledge that the Bank is not responsible for, or under no liability in respect of the beneficiary’s failure to give written notice of due amount promptly and correctly to the Customer, nor for the mpm-presentment or late presentment of the bill by the beneficiary’s bank.

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Appendix D

BILLING AND COLLECTION AGREEMENT

This BILLING AND COLLECTION AGREEMENT (this “Agreement”) is made and entered into effect as of _________________ (the “Effective Date”) by and between

__________________ (the “Bank”) a public joint stock company validly exists under the _______________ law of ____________ (the Country), having its principal place of business in __________ (the City), P.O. Box ______, _________ (the City), _____________ (the Country)

AND

______________________________________________________ (the “Customer”) whose registered office is at _____________ and address is P.O. Box _____________________, _____________ (the City), ____________________ (the Country)

The Bank and the Customer are each referred to herein as a “Party” and together as the “Parties.”

RECITALS

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Whereas, the Bank offers Billing and Collection Solution (this “Solution”) whereby the Bank, and on behalf of the Customer, issue bills against financial obligations, which were created by the raised invoices on the Debtor’s account, and present the due ones for payment on their respective due dates.

Whereas, the Customer desires to utilize this Solution, in order to authorize the Bank to bill the Debtor, and to collect the due amounts from Debtor’s account.

Now, therefore, in consideration of the promises, the mutual covenants and agreements herein contained and other good and valuable considerations, the receipt and sufficiency of which are expressly acknowledged, the parties hereto, intending to be legally bound, agree as follows:

PURPOSE OF THIS AGREEMENT

This agreement outlines the scope, and sets forth the terms and conditions of the performance of this Solution in support to this Agreement’s contractual binding, and the Customer’s line of business.

ARTICLE I

DEFINITIONS

“Law” means, laws of.

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ARTICLE II

SCOPE OF SERVICE

Under the terms and conditions of this Agreement, the Customer irrevocably authorizes the Bank to issue bills on behalf of the Customer against the amounts due to the Customer.

The Customer understands that the Bank shall issue each bill with face value as the invoice amount due for payment, and due date as the invoice payment due date.

The Customer understands that the Bank shall issue the bills in the form of Inland Clean Bill, in a format similar to the form of the local cheque, and in compliance with the guidelines of Local Clearing House of permitted negotiable financial instruments.

The Customer agrees that in no event shall this Solution be extended to include any additional billing identifier, unless and until a submitted written request in this context is accepted by, and the related development charges are paid in advance by the Customer to the Bank.

ARTICLE III

RESPONSIBILITIES

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The Customer shall implement and maintain a definite mechanism to assign a unique identifier number to each Debtor.

The Customer shall provide the Bank, in a timely manner, all the Debtors’ billing information, which would be necessary, to enable the performance in accordance with this Solution.

The Customer shall supply the Bank with billing information in a form of electronic records; where each electronic record is composed of the following information, namely Debtor unique identifier number, Debtor’s Name, Debtor’s account number, amount due, payment due date, invoice number, description of the invoice, and Debtor’s bank details, and constitutes a billing instruction.

The Customer confirms that the submitted amount, due for payment by the Debtor on payment due date, combines and bundles the applicable taxes with the due charges, as detailed in the related invoice.

The Customer understands that the Bank, as promptly as practical, shall notify the Customer with all invalid or incomplete billing instructions.

The Bank shall be responsible to store, and to retain all billing information pertaining to undue, and processed billing instructions, in compliance of the applicable law.

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The Bank agrees to bill the Debtor’s account by issuing bills, and present the due ones for payment through Local Clearing House and on their due dates.

The Bank shall, on the day of bills presentment, credit the Customer’s nominated account with the total amount of bills presented, and with their correspondent value dates the “Clearing Date”.

The Customer is responsible to handle inquiries made, and complaints filed by the Customer’s Debtors regarding billed amounts.

In the event an inquiry made, or a complaint filed, directly with the Bank and by the Debtor, regarding a debited amount to the Debtor’s account, the Bank shall provide the Debtor with the Customer’s contact details, and forward the inquiry or the complaint to the Customer.

The Customer agrees to make sure that available funds in the Customer’s nominated account are sufficient and adequate to meet the Customer’s financial obligations towards the Bank, in reference to the performance of this Agreement.

ARTICLE IV

LIABILITIES

The Customer acknowledges that no billing instruction is allowed on exceptional basis, unless the billing instruction

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pertains to a recovery of a dishonored bill by the Debtor’s bank.

The Customer agrees to all development charges pertaining to an additional billing identifier that would be introduced to this Solution as per the accepted Customer’s written request, and on mutual agreement between the Parties.

The Customer agrees that all development charges will be due and payable in advance to the Bank within thirty days from the Bank’s acceptance date of the Customer’s written request.

The Customer is liable to any action that may result, not intentionally, in any discredit, dishonor, or, in any manner, injure the reputation of the Bank, or the quality image associated with this Solution.

The Customer acknowledges that the Bank’s books and records shall be final and conclusive evidence of the completeness and correctness of any transaction passed on the Customer’s nominated account.

ARTICLE V

FEES AND CHARGES

The Customer agrees to pay the Bank the initial setup, and the running fees of this Solution.

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The Customer authorizes the Bank to debit the Customer’s nominated account for any financial obligations that may arise under the performance of this Solution.

The Customer understands that the Bank would always apply the fees and charges as per the Bank’s latest tariff.

The Bank shall debit the Customer’s nominated account, on the day of bills presentment, with the applicable charges pertaining to bills presented for payment.

On clearing day, the Bank shall debit the Customer’s nominated account with the total of face values of all dishonored bills, whether dishonor took place on non-acceptance or non-payment basis by the Debtor’s bank, and with the applicable charges pertaining to bills dishonored.

ARTICLE VI

WARRANTIES

In case the hosted billing information, within the bank’s systems, is determined to be damaged or destroyed, the Bank shall use commercially reasonable efforts to recover such data.

The Bank shall apply the current procedures followed by the Bank’s Clearing Unit to all related bills collection efforts.

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The Customer confirms that the Bank would accept cancellation requests only on undue billing instructions, which are yet-to-be issued state, fifteen days prior the issuance date.

In the event of any reporting obligations, and/or requirements are imposed upon the Bank by any regulatory body, in connection with the performance of this Agreement and/or this Solution, the Parties agree to cooperate with each other to meet such obligations, and satisfy such requirements.

ARTICLE VII

TERMINATION

Not withstanding any other provision hereof, this agreement may be terminated as follows:

By mutual agreement of the Parties.

Immediately by the Bank in the event that the customer becomes insolvent, files or is forced to file any petition of bankruptcy, or makes assignment for the benefits of its creditors.

By the Bank upon terminating its relationship with the Customer.

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Termination of this agreement shall not release the Customer from paying any fees and charges owed to the Bank; whereas all the financial obligations owed by the Customer to the Bank shall become immediately due and payable upon termination.

ARTICLE VIII

CONFIDENTIALITY AND DISCLOSURE

The Parties understands that the Customer exclusively and solely owns the Debtor’s and billing information, which is transmitted here under between the Parties.

The Bank understands the importance of protecting the Debtors’ information, and undertakes strict measures to implement and comply with its internal information security procedures designed to prevent, and to minimize the possibilities of misuse of such confidential information.

ARTICLE IX

MISCELANEOUS

Amendments: The Bank, on mutual understanding with the Customer, may undertake the agreed changes on the terms and conditions of this Agreement, at any time, by adding, deleting, or amending its contents, and accordingly notify the Customer of such changes in writing, fourteen days before the application date.

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Applicable Law and Jurisdiction: This agreement is governed by and construed pursuant to the laws of _______________ (the Country), and the courts of ________________ (the City) shall have jurisdiction over any dispute arising from this agreement.

Dishonor: On one hand, the Bank may dishonor the bill by non-acceptance if the bill was issued and presented in a manner not in accordance to the guidelines of local clearing house for permitted negotiable financial instrument, or in case of termination of this agreement. On other hand, the Bank may dishonor the bill by non-payment in case the Customer is found not to have sufficient and adequate funds, or available credit in the Customer’s nominated account for satisfying a particular bill.

Assignment: Neither this agreement nor the rights and obligations hereof in whole or part, shall be assignable by either party whether by operation of law or otherwise without the prior written consent of the other.

Force Majeure: The Bank shall not be liable for any delay, or failure in accepting, or acting on such billing instructions, caused by factors beyond the Bank’s reasonable control; including, without limitation, acts of regulatory authorities, war, terrorism, riot, act of nature including, but not limited to, floods, and earthquakes, and failure of relied on services

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provided by third parties, except in cases where such events may be remedied within a reasonable time.

Waiver: Failure or delay on the part of the Bank to exercise any power, right or remedy under this agreement shall not operate as a waiver thereof, nor shall any partial exercise by the Bank of any power, right or remedy prevent any other alternative exercise by the Bank of any power and/or the remaining powers.

Severability: In the event that any provision of this agreement is held to be invalid, illegal or unenforceable under the laws of the applicable jurisdiction, the validity, legality and enforceability of the remaining provisions, or any remaining part of such provision, shall not in any way be affected or impaired.

IN WITNESS WHEREOF, the parties have caused this agreement to be executed by their duly authorized representatives on this __ day of ___________ 20__.

Signed and stamped on behalf of the Customer by:

Name ___________________ Name __________________

Designation

___________________Designation

__________________

Signatur ___________________ Signature __________________

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e

Signed and stamped on behalf of the Bank by:

Name ___________________ Name __________________

Designation

___________________Designation

__________________

Signature

___________________ Signature __________________

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