Terms & Conditions - HSBC

The Bank may, by giving notice (the “Enforcement Notice”) to the Customer and register
the Enforcement Notice with the competent authorities in accordance with the laws of
Vietnam, legal process or any other action with respect to the Customer, realize or sell
the Secured Assets or any of them, at any time and in any way which the Bank may
deem expedient, free from and discharged from all the Customer’s trusts, claims, rights
of redemption and equities, in or toward settlement of the Secured Indebtedness. The
Customer shall not have any right or claim against the Bank with respect to any loss
arising out of such realization or sale, howsoever such loss may have been caused.
Without prejudice to Clause 2.5 of this Section and insofar as the security created by
the Clause 2 of this Section is a floating charge, the Bank may, without prejudice to the
above, convert the floating charge into a specific fixed charge at any time and from time
to time by notice in writing to the Customer.
3.2 The proceeds of the realization or sale of Secured Assets may be placed by the Bank
to the credit of a suspense account with a view to preserving the Bank’s right to prove
for the whole of the Bank’s against the Customer in the event of any proceedings in or
analogous to bankruptcy, insolvency, winding-up, liquidation and composition and may
also be applied by the Bank to such amount, obligations or liability of the Customer as the
Bank may, at the Bank’s sole discretion, from time to time conclusively determine.
3.3 No payment to the Bank (whether under any judgment or order of any court or otherwise)
shall discharge an obligation with respect to the Secured Indebtedness unless and until
the Bank shall have received payment in full in the currency in which such obligation
was incurred and, to the extent that the amount of any such payment hall, on actual
conversion into such currency, fall short of such obligation expressed in that currency,
the Bank shall have a further separate cause of action against the Customer and shall be
entitled to enforce the security hereunder to recover the amount of such shortfall.
4. Nature of Security
4.1 The security hereunder shall be a continuing security and shall cover and secure the
ultimate balance of the Secured Indebtedness from time to time owing to the Bank by
the Customer on each separate account or in any manner whatsoever notwithstanding
the Customer’s death, bankruptcy, incapacity or the Bank’s receipt of notice of any such
occurrence or any settlement of account or other matter whatsoever.
4.2 The security hereunder is in addition to and may be enforced notwithstanding any
guarantee, indemnity, assurance, pledge, lien, bill, note, mortgage, charge, debenture,
security or other right, power or remedy now or hereafter held by or available to the Bank.
4.3 Any release, discharge or settlement between the Bank and the Customer shall be
conditional upon no security, disposition or payment to the Bank by the Customer or any other
person being avoided, reduced or repaid pursuant to any provisions or enactments relating
to bankruptcy, liquidation, winding-up, insolvency or circumstances analogous thereto and,
for such purpose, shall be entitled to retain this instrument for such periods as the Bank may
determine and, if such condition shall not the fulfilled, the Bank shall be entitled to enforce the
security hereunder subsequently as if such release, discharge or settlement had not occurred.
4.4 If more than one person comprises the Customer, these Terms and Conditions create a
security in the Secured Assets to the full extent of their respective interest therein and
none of such persons shall be entitled to any rights or remedies of a surety as regards the
Customer’s obligations.
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