THIS INDENTURE of MORTGAGE Is Made the Day of Two Thousand and (20 ) Between

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THIS INDENTURE of MORTGAGE Is Made the Day of Two Thousand and (20 ) Between

THIS INDENTURE OF MORTGAGE is made the day of Two thousand and (20 ) Between:-

(1)

(hereinafter called "the Mortgagor") of the first part;

(2)

(hereinafter called "the Borrower") of the second part; and

(3) OVERSEA-CHINESE BANKING CORPORATION LIMITED, a company incorporated in the Republic of Singapore and having its registered office at 65 Chulia Street #09-00 OCBC Centre, Singapore 049513 (hereinafter called "the Bank") of the third part.

WHEREAS:-

*(1) The Mortgagor is seised for an estate in fee simple in possession free from encumbrances of the land and premises described in the Schedule hereto (hereinafter called "the Mortgaged Property").

OR

*(1) The Mortgagor is possessed of or otherwise well entitled to the land and premises described in the Schedule hereto (hereinafter called "the Mortgaged Property") for all the residue now unexpired of the term of [ninety-nine (99) years] created by the Lease mentioned in the said Schedule subject to the payment of the rent thereby reserved and to the covenants and conditions therein contained but otherwise free from encumbrances.

(2) The Bank having at the request of the Mortgagor and the Borrower made or granted or agreed to make or grant advances or other credit or banking facilities or accommodation to the Mortgagor and/or the Borrower by permitting the Mortgagor and/or the Borrower to overdraw the account or accounts current or to draw down or utilise any facilities on any other account or accounts whatsoever whether current or revolving or continuing or whether in instalments or otherwise which the Mortgagor and/or the Borrower now has or may at any time hereafter have with the Bank whether solely or jointly or jointly with any other person or persons in partnership or otherwise (hereinafter called "the Accounts" which expression shall wherever the context admits include any one or more of the accounts hereinbefore mentioned) AND ALSO having agreed that the Bank may now or hereafter from time to time and in its sole discretion grant further advances or loans by permitting the Mortgagor and/or the Borrower to further draw down or utilise any facilities or overdraw on the Accounts or grant or continue to grant other loans credit or banking facilities whether in instalments or on current, revolving or continuing account or accounts or other accommodation to or at the request of the Mortgagor and/or the Borrower either solely or jointly or jointly with any other person or persons in partnership or otherwise to such an extent and on such terms as may from time to time be fixed by the Bank at its absolute discretion for so long as the Bank at its absolute discretion may think fit.

(3) It has been agreed between the Mortgagor the Borrower and the Bank that all monies which are now owing or which shall hereafter be owing or remain unpaid to the Bank on the general balance of the Accounts or otherwise in any manner whatsoever from the Mortgagor and/or the Borrower either solely or jointly or jointly with any other person or persons in partnership or

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otherwise together with interest shall be secured to the Bank in the manner hereinafter appearing.

NOW THIS INDENTURE WITNESSETH as follows:-

IN PURSUANCE OF THE SAID AGREEMENT AND IN CONSIDERATION OF THE PREMISES, THE MORTGAGOR AND THE BORROWER HEREBY JOINTLY AND SEVERALLY COVENANT WITH THE BANK AS FOLLOWS:-

1. TO PAY:-

(1) To the Bank on demand made to the Mortgagor and/or the Borrower all such sums of money which are now or shall from time to time or at any time hereafter be owing or remain unpaid to the Bank by the Mortgagor and/or the Borrower either as principal or as surety and either solely or jointly or jointly with any other person or persons in partnership or otherwise whether on the Accounts or otherwise in any manner whatsoever or for all other liabilities whether certain or contingent primary or collateral including (but without prejudice to the generality of the foregoing) the balance which at the date of such demand shall be owing or remain unpaid to the Bank by the Mortgagor and/or the Borrower on the Accounts or otherwise in any manner whatsoever whether in respect of monies advanced or paid to or for the use or accommodation of the Mortgagor and/or the Borrower either solely or jointly or jointly with any other person or persons in partnership or otherwise or in respect of cheques bills of exchange promissory notes or other negotiable instruments signed drawn accepted or indorsed by or on behalf of the Mortgagor and/or the Borrower either solely or jointly or jointly with any other person or persons in partnership or otherwise or discounted paid or held by the Bank either at the request of the Mortgagor and/or the Borrower or in the course of business or otherwise or in respect of letters of credit bills notes drafts trust receipts guarantees indemnities or other documents or instruments signed by the Mortgagor and/or the Borrower either solely or jointly or jointly with any other person or persons in partnership or otherwise and held by the Bank or in respect of any other banking facilities whatsoever pursuant to the terms and conditions of any offer facility or commitment letter(s) or agreement(s) in relation thereto as revised varied amended supplemented or superceded from time to time (hereinafter collectively referred to as "the Letter of Offer"); and

(2) To the Bank interest on daily balances on or in respect of the principal monies hereinbefore covenanted to be paid or any part thereof as shall from time to time be owing or remain unpaid until full payment at the rate or rates and in the manner provided under the terms of any banking facilities extended by the Bank to the Mortgagor and/or the Borrower from time to time or at such other rate or rates and with such periodic rests as may from time to time be fixed by the Bank; and

(3) To the Bank interest on any balance owing or remaining unpaid if and when the Accounts shall be closed or shall cease to be current at the rate or rates and in the manner aforesaid or at such other rate or rates and with such periodic rests as may from time to time be fixed by the Bank from the date of such demand being made or from the date such account intended to be hereby secured shall be closed or shall cease to be current (as the case may be) whichever is the earlier until full payment is received by the Bank both after as well as before judgment (if any) shall have been obtained in respect thereof.

2. *(1) FOR THE CONSIDERATION aforesaid the Mortgagor as beneficial owner HEREBY CONVEYS unto the Bank ALL and singular the Mortgaged Property to HOLD the same unto the Bank its successors-in-title and assigns in fee simple subject to the restrictions

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and other covenants and conditions so far as the same affect the Mortgaged Property and are capable of taking effect.

OR

*(1) FOR THE CONSIDERATION aforesaid the Mortgagor as beneficial owner HEREBY ASSIGNS unto the Bank ALL and singular the Mortgaged Property to HOLD the same unto the Bank its successors-in-title and assigns for all the residue now unexpired of the term of [ninety-nine (99) years] created by the Lease mentioned in the Schedule hereto subject to the payment of the rent thereby reserved and to the covenants and conditions therein contained.

(2) PROVIDED ALWAYS that if the principal monies and interest herein mentioned and all other monies payable by the Mortgagor and/or the Borrower under these presents during the continuance of this Mortgage shall be duly paid in accordance with the covenants in that behalf the Bank at any time thereafter will at the request and cost of the Mortgagor and/or the Borrower *reconvey/reassign the Mortgaged Property to the Mortgagor or as the Mortgagor shall direct.

3. (1) This Mortgage expressly authorises the Bank to make further advances or give credit in instalments or on a current, revolving or continuing account or otherwise or any other credit or banking facilities or accommodation whatsoever from time to time to the Mortgagor and/or the Borrower either solely or jointly or jointly with any other person or persons in partnership or otherwise and all monies and liabilities owing to the Bank from time to time in connection therewith shall be secured by this Mortgage in addition to the monies and liabilities already outstanding or incurred as at the date hereof.

(2) Without prejudice to the generality of the foregoing, the Bank may, at all times, without notification to, or the consent of, the Mortgagor and without in any way affecting the security hereby created increase, decrease, extend, renew or restructure all or any of the loans and advances or credit or banking facilities or any other accommodation granted or given to the Borrower from time to time whether solely or jointly with any other person or persons (in partnership or otherwise) or vary any terms and conditions thereof with or without notice to the Mortgagor.

4. To perform observe and be bound by the terms covenants and conditions:-

(1) implied by law in mortgages of land;

(2) set out or referred to in the Letter of Offer; and

(3) set forth in the Memorandum filed in the Singapore Land Authority and numbered as I/95410Q (hereinafter referred to as "the Memorandum").

5. The Mortgagor hereby attorns and becomes tenant at will to the Bank at a peppercorn rent during such time as any monies hereby secured shall remain owing on this security but nothing in this clause contained shall prevent the Bank from at any time entering into and taking possession of the Mortgaged Property and so determining the tenancy hereby created and neither the tenancy hereby created nor the receipt of the said rent shall render the Bank liable as mortgagee in possession.

6. (1) Where two or more persons are included in the expression "the Mortgagor" all covenants stipulations and provisions contained herein shall be deemed to be made by and to apply to and be binding upon all such persons jointly and severally and the term "the Mortgagor" shall include their legal personal representatives, successors and permitted assigns.

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(2) Where two or more persons are included in the expression "the Borrower" all covenants stipulations and provisions contained herein shall be deemed to be made by and to apply to and be binding upon all such persons jointly and severally and the term "the Borrower" shall include their legal personal representatives, successors and permitted assigns and where the context so admits also refer to and include the Mortgagor.

(3) The expression "the Mortgagor and/or the Borrower" shall refer to all such persons or any one or more of them either solely or jointly or jointly with any other person or persons in partnership or otherwise.

7. (1) All the covenants undertakings stipulations terms conditions and clauses contained in the Memorandum shall be deemed to have full force and effect as if they were contained in this Mortgage and specifically made applicable hereto.

(2) Expressions in this Mortgage shall have the same meaning assigned to them as contained in the Memorandum.

8. References to "Registrar of Titles" in the Memorandum shall also include references to "Registrar of Deeds".

9. (1) In the event of any inconsistency between the terms and conditions in this Mortgage and those contained in the Memorandum, the terms and conditions of this Mortgage shall prevail.

(2) In the event of any inconsistency between the terms and conditions of this Mortgage and those contained in the Letter of Offer, the terms and conditions in the Letter of Offer shall prevail.

(3) A person who is not a party to this Mortgage has no right under the Contracts (Rights of Third Parties) Act (Cap 53B) to enforce any term of this Mortgage.

IN WITNESS WHEREOF the Mortgagor and the Borrower have *[hereunto set his/her hand and seal and] caused its/their Common Seal(s) to be hereunto affixed *[respectively].

THE SCHEDULE ABOVE REFERRED TO

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SIGNED SEALED and DELIVERED ) by the Mortgagor ) ) in the presence of:- ) ______

______

On this day of A.D. 20 before me, an Advocate and Solicitor of the Supreme Court of the Republic of Singapore practising in Singapore personally appeared who of my own personal knowledge I know to be the identical person/s whose name/s " " and " " *respectively is/are subscribed to the within written instrument and acknowledged that he/she/they had voluntarily executed this instrument at Singapore.

Witness my hand.

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The Common Seal of the Borrower ) ) was hereunto affixed in the ) presence of:- )

______DIRECTOR

______DIRECTOR/SECRETARY

I, , an Advocate and Solicitor of the Supreme Court of the Republic of Singapore practising in Singapore hereby certify that on the day of A.D. 20 the Common Seal of was duly affixed to the above written instrument at Singapore in my presence in accordance with the regulations of the said Company (which regulations have been produced and shown to me).

Witness my hand this day of 20 .

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The Common Seal of the Mortgagor ) ) was hereunto affixed in the ) presence of:- )

______DIRECTOR

______DIRECTOR/SECRETARY

I, , an Advocate and Solicitor of the Supreme Court of the Republic of Singapore practising in Singapore hereby certify that on the day of A.D. 20 the Common Seal of was duly affixed to the above written instrument at Singapore in my presence in accordance with the regulations of the said Company (which regulations have been produced and shown to me).

Witness my hand this day of 20 .

OCBC Legal / Jun 2009

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