export aggregation services

7/29/2019 Export Aggregation Services

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EXPORT AGGREGATION SERVICES

SSI units and Agriculture based small units are considered to be 30 %contributor for the countrys total exports. Most of these firms, associations,companies are banking locally with local banks for operational convenienceand relations built up over many years. Majority of these local banks are co-operative or small private sector banks, not holding authorised dealers (A.D.)license issued by RBI. Over the years non A.D. banks are routing theircustomers Foreign Exchange business through nationalized & some otherprivate sector banks.

In continuation of our efforts to penetrate foreign exchange market, the is arequirement of trade product Export Aggregation Services. With this weaim to acquire the untapped foreign exchange flows in the market. Banksenjoying our DD drawing arrangement can be offered this product as a valueadded service for their customers. Product will be offered through SPOPSenabled branches.

PROCESS FLOW

We will be collecting export bills from client bank or exporter as per thearrangement. Detailed process flow is given below.

Entering into MOU with client banks by FIPS. (Format enclosed asAnnexure I)

Courier pick up from Client Bank branches & scanning by SPOPs

Document scrutiny, system entry, verification & sendingreimbursement swift message will happen at SPOPs.

Documents will be dispatched from the branch & office copy to be filed

in the sequential order of system no. SPOPs will follow up for realization. On receipt of Nostro credit CTSU

will apply funds as requested by client bank in any of the followingmanner.

o Total amount to be credited to client bank current account orpacking credit account.

o Part amount to be converted and credited to client bank accountand part to EEFC A/C of exporter

o EEFC & Current A/C of exporter

In case client bank account is credited credit advise will be issuedgiving details such as exporter name, rate applied, actual amount

realized etc. In case of overdue bills, SPOPs will follow-up with the overseas bank,

client bank & exporter for realisation. Exporter can apply through hisbanker for extending realization period, in case extended period iswithin A.D. discretionary powers. Exporter needs to submit ETX formand other relevant through his banker.

Exporters banker will be responsible for following up with the exporter,in case of all overdue bills. Our MOU with the subject bank will containthe relative clauses.


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PRICING

Pricing to be decided by business group. SPOPS will recover from client bankas agreed by Solution Manager in the offer letter. SPOS will charge pertransaction charge as defined BY tb

MIS

SPOPs will provide following MIS to client bank besides regular advices asgiven above.

Daily MIS to client bank listing various export bills lodged and realizedduring the day.

Fortnightly MIS report giving present status of export bills lodged with us.

OPERATIONAL GUIDELINES FOR SPOPS

A separate register type to be created in system for handling exportaggregation bills, export team needs to use the same for lodging all theexport bills received under aggregation services.

FPCM needs to be credited for each co-operative bank client account e.g.SVC bank A/C Exports Ltd. FPCM address should be of client bank.Exporter IEC code should be mentioned at the appropriate place in FPCM.

This FPCM code instead of CUMM code should be used for lodging all thebills of client bank & exporter. Other process should be the same as wefollow for regular lodgement and realization of export bills.

ANNEXURE I

[TO BE STAMPED FOR THE VALUE OF STAMP DUTY FOR AGREEMENTAND INDEMNITY IN THE STATE OF EXECUTION, BEING RS. 220 INMAHARASHTRA]

Export Aggregation Services Agreement

THIS EXPORT AGGREGATION SERVICES AGREEMENT (hereinafter referred toas the Agreement) is entered into at _______________ on this ___ day of

_________, 200_

Between

___________________________________________1 having its registered office at_________________________________________________________, (hereafterreferred to as Client, which expression shall unless repugnant to

1 Please enter the name and description of the entity entering into the agreement.


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the context and meaning thereof deem to mean and includesuccessors and permitted assigns) of the One Part.

And

INDUSIND BANK LIMITED, a company incorporated under the Companies Act,

1956 and licensed as a bank under the Banking Regulation Act, 1949 andhaving its registered office at Landmark, Race Course Circle, Vadodara 390007 and corporate office at INDUSIND Bank Towers, Bandra Kurla Complex,Mumbai 400 051, (hereinafter referred to as INDUSIND Bank, whichexpression shall unless it be repugnant to the context or meaning thereofshall mean and include its successors and permitted assigns) of the OtherPart.

The Client and INDUSIND Bank are hereinafter individually referredto as Party and collectively as Parties.

WHEREAS

INDUSIND Bank is a banking company providing wholesale and retail bankingservices.

The Client is desirous of availing the Instrument collection services asprovided by INDUSIND Bank and INDUSIND Bank has agreed to provide thesame in accordance with the terms and conditions as specified hereunder.

NOW THEREFORE, this Agreement witnesseth and is hereby agreed to by andbetween the Parties as follows:

1. DEFINITIONS

In this Agreement, the capitalised terms shall have the followingmeanings:

"Affiliate" of INDUSIND Bank shall mean and include:

(i) any company which is the holding or subsidiary company of INDUSINDBank, or

(ii) a person under the control of or under common control with INDUSINDBank, or

(iii) any person, in which INDUSIND Bank owns, directly or beneficially,

more than 26 % of the voting securities.

For the purpose of this definition of Affiliate, Control together with itsgrammatical variations when used with respect to any Person, means thepower to direct the management and policies of such Person, directly orindirectly, whether through the ownership of the vote carrying securities, bya right to appoint member(s) to the Board of Directors, by contract orotherwise howsoever; while Person means a company, corporation, a


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partnership, trust or any other entity or organization or other bodywhatsoever.

Client Customer means a customer of the Client.

Instrument means export bills, cheques, drafts, pay orders warrants

and such other instruments that INDUSIND Bank may, at its solediscretion, decide to include for the purpose of provision of theServices hereunder.

Services shall mean the services to be provided by INDUSIND Bankto the Client as per the terms and conditions of this Agreement.

2. SERVICES TO BE PROVIDED

2.1 All Instruments duly delivered to INDUSIND Bank and/or itsrepresentatives as set out in Clause 3.1 hereof will be collected byINDUSIND Bank and/or its representatives.

The proceeds of each Instrument that is denominated in Indian rupees,subject to deduction of applicable charges as set out in thisAgreement, will, as per the prior written instructions of the Client, becredited to:

i. the rupee account of the Client with INDUSIND Bank; or

ii. the rupee account of the Client Customer (in relation to such

Instrument) with INDUSIND Bank, in the event such ClientCustomer maintains rupee account with INDUSIND Bank subjectto the details of such Client Customer and the account detailshaving been provided by the Client in advance to INDUSINDBank.

The Indian rupee equivalent of the proceeds of each Instrument that isdenominated in a currency other than Indian rupees, calculated at theconversion rate of exchange as may be determined by INDUSIND Bankat its sole discretion, subject to deduction of applicable charges as setout in this Agreement, will, as per the prior written instructions of the

Client, be credited to:

i. the rupee account of the Client with INDUSIND Bank; or

ii. the rupee account of the Client Customer (in relation to suchInstrument) with INDUSIND Bank, in the event such ClientCustomer maintains rupee account with INDUSIND Bank subjectto the details of such Client Customer and the account details


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having been provided by the Client in advance to INDUSINDBank..

In case a Client Customer maintains an Exchange Earners ForeignCurrency Account with INDUSIND Bank, with respect to each

Instrument (in relation to such Client) that is denominated in acurrency other than Indian rupees, INDUSIND Bank shall, as per theprior written instructions of the Client, :

i. credit such portion of the proceeds of such Instrument into theClient Customers Exchange Earners Foreign Currency Accountwith INDUSIND Bank as may be instructed by the Client, subjectto the limit permitted under the Foreign Exchange ManagementAct, 1999 and rules/ regulations thereunder and subject todeduction of applicable charges as set out in this Agreementsubject to the details of such Client Customer and the accountdetails having been provided by the Client in advance toINDUSIND Bank.; and

ii. credit the Indian rupee equivalent of the balance remaining aftermaking credit as aforesaid, calculated at the conversion rate ofexchange as may be determined by INDUSIND Bank at its solediscretion, to :

a. the rupee account of the Client with INDUSIND Bank; or

b. the rupee account of such Client Customer with INDUSINDBank,

subject to the details of such Client Customer and the accountdetails having been provided by the Client in advance toINDUSIND Bank..

The Client hereby confirms that it has, or shall have procured the ClientCustomers acceptance of the above terms, and if required shall deliver thenecessary evidence, of the same to INDUSIND Bank.

2.2 At centres where INDUSIND Bank does not have its branches,INDUSIND Bank shall have the discretion to appoint any other entityas agent for collection of Instruments on behalf of the Client at the sole

risk of the Client.

2.3 At the request of the Client, INDUSIND Bank shall have the discretionto appoint any agency for the purpose of pick-up of Instruments fromthe offices/ representatives of the Client, at the sole risk of the Client.

3. OBLIGATIONS OF THE CLIENT


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3.1 i. Instruments (other than export bills) drawn in favour of theClient duly endorsed in favour of INDUSIND Bank;

ii. Instruments (other than export bills) endorsed in favour of theClient (where such Instruments are not crossed a/c payee only)and endorsement confirmed by the Client and duly endorsed in

favour of INDUSIND Bank by the Client; and

iii. export bills

that are required to be collected by INDUSIND Bank shall be deliveredto INDUSIND Bank or its representatives, within the time limit that maybe specified by INDUSIND Bank.

3.2 The Client shall from time to time, during the validity of this Agreement,lodge with INDUSIND Bank the specimen signatures of their officers who areauthorised to endorse and/or deliver/take delivery of the Instruments to/fromINDUSIND Bank or representative of INDUSIND Bank.

3.3 The Client shall ensure that the transactions for which the Services areavailed of do not and will not involve any contravention or evasionwhatsoever of the provisions of the Foreign Exchange ManagementAct, 2000 or any rule, regulation, notification, directive or order madethereunder or any other applicable law and that such transactions arespecifically permissible under the aforesaid Act and applicable rules/regulations and other applicable law.

3.4 The Client shall, if required by INDUSIND Bank, from time to time oreach time upon delivery by the Client of an Instrument for collectionhereunder, provide INDUSIND Bank with such information/documentsas may be required by INDUSIND Bank to satisfy INDUSIND Bank asregards compliance of the Client transactions with applicable laws.

3.5 The Client shall, with respect to the Client Customers and in relation tothe transactions contemplated hereunder, comply with and adhere toAnti-Money Laundering and Know Your Customer laws/ regulations inforce from time to time as well as global best practices guidelines inrelation to the same. The Client agrees and confirms that the Clientshall have the sole responsibility to ensure that the transactionscontemplated under this Agreement do not constitute/ involve moneylaundering and/or similar activities and that such transactions are in

full compliance and not in violation of applicable law/ regulations. TheClient shall, if required by INDUSIND Bank, from time to time provideINDUSIND Bank with such information/documents as may be requiredby INDUSIND Bank to satisfy INDUSIND Bank as regards compliance ofthe Client with applicable laws and the aforementioned requirements.Without prejudice to the generality of the aforesaid provision, theClient agrees and confirms that the Client shall ensure that theInstruments collected pursuant hereto and the proceeds thereof are


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not in any way related to any Reserve Bank of India (RBI) CautionListed Exporter.

4. BILLING AND RECOVERY OF CREDITS ALREADY MADE

4.1 INDUSIND Bank is entitled to recover the service charges (as per terms

stipulated in the offer specified in Annexure A and net of all taxes) byadjusting from and out of the amount of collection proceeds. INDUSINDBank shall also be entitled to raise monthly invoices on the Client forthe service charges due from the Client to INDUSIND Bank (as perterms stipulated in the offer specified in Annexure A hereto and net ofall taxes). The Client shall, within three days of the receipt of any suchinvoice, make payment to INDUSIND Bank of the service charges asspecified in the invoice without any set off, deductions or withholdingswhatsoever. The above rights shall be in addition to INDUSIND Bankhaving the rights to recover such amounts directly from the account, ifany, maintained by the Client Customer with it, and the Client herebyconfirms that it has, or shall have procured the Client Customers

acceptance of the above terms, and if required shall deliver thenecessary evidence, of the same to INDUSIND Bank.

4.2 In the event of return of any Instrument unpaid and/or reversal ofentries by any correspondent bank of INDUSIND Bank and/or anyInstrument being dishonoured or unrealised for any reasonwhatsoever, INDUSIND Bank shall be entitled :

a. to return such dishonoured/ unrealised Instrument to the Client;

b. to reverse any credit entry passed to the account of theClient/Client Customer, as the case may be, and/ or rupee accountand/ or Exchange Earners Foreign Currency Account of the ClientCustomer in connection with such Instrument; and

c. to recover from the Client/Client Customer, as the case may be, theamounts constituting the face value of such Instrument togetherwith: (i) interest thereon at the rate of ______ % p.a commencingfrom the date on which INDUSIND Bank gave credit to Client/ ClientCustomer in relation to such Instrument till such date the entiredefaulted amount is paid in full by the Client/Client Customer, asthe case may be,; and (ii) all costs/expenses/losses whatsoeverincurred/suffered by INDUSIND Bank on account of/ in connectionwith such event.

The amounts referred to in sub clause 4.2 (c) above may berecovered by INDUSIND Bank by directly debiting the account(s) ofthe Client/Client Customer, as the case may be,with INDUSINDBank. The provisions of this clause 4.2 shall survive the terminationof this Agreement due to whatsoever reason. The Client herebyconfirms that it has, or shall have procured the Client Customers


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acceptance of the above terms, and if required shall deliver thenecessary evidence, of the same to INDUSIND Bank.

5. INDEMNITY

The Client agrees to indemnify and keep indemnified INDUSIND Bank, itsdirectors and employees, representatives, agents and its Affiliates againstany and all claims, actions, suits, proceedings, duties, penalties, taxes,losses, damages, costs (including legal costs), charges, expenses and otherliabilities whatsoever, which may be brought or made against or sustained orsuffered or paid or incurred by INDUSIND Bank or its directors andemployees, representatives, agents, or its Affiliates arising out of or inconnection with the transactions contemplated under this Agreement(including without limitation by reason of :

a. loss of Instruments or any fraud in connection with any Instrument or theClients/ Client Customers title to the Instrument/s collected being foundto be defective or the Client/ Client Customer being found to have no titleto any Instrument/s collected, or any Instrument/s being returned unpaiddue to any reason whatsoever or on account of any action of anystatutory, administrative, regulatory authority or person making a claimon proceeds from the collection of Instruments in pursuance of thisAgreement by INDUSIND Bank; and/or

b. any of the transactions pursuant to this Agreement allegedly/actuallybeing in violation of applicable Anti Money Laundering or Know YourCustomer law/ regulations or any such transaction allegedly/ actuallyconstituting/ involving money laundering and/or similar activities or anysuch transactions allegedly/ actually being in violation or not incompliance of applicable law/ regulations or the Instruments collectedpursuant hereto and the proceeds thereof being in any way actually/allegedly related to any Reserve Bank of India (RBI) Caution ListedExporter; and/or

c. any statutory or regulatory action/ proceeding initiated on account of anyof the aforesaid reasons

d. any breach of the terms and conditions of this Agreement by theClient//Client Customer, as the case may be,.)

The provisions of this clause shall survive the termination of this Agreementdue to whatsoever reason.

6. TERM AND TERMINATION

6.1 This Agreement shall remain in force initially for a period of 3 yearsfrom the date hereof, which may be extended for further period asmay be mutually agreed upon by and between the Parties. EitherParty, without assigning any reason may terminate this Agreement by


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giving 30 days advance written notice to the other Party. INDUSINDBank may forthwith terminate the Agreement without any noticeperiod if INDUSIND Bank suspects or has reason to believe that theClient/Client Customer, as the case may be, is involved in fraudulent,misleading and/or corrupt practices. The termination of this Agreementshall not affect the rights and liabilities of the Client and INDUSIND

Bank accrued till the date of termination.

6.2 INDUSIND Bank may terminate this Agreement with notice period asspecified or forthwith, in the following events, where the Client/ClientCustomer, as the case may be,:

a) commits any breach its obligations hereunder;

b) has a winding up proceeding initiated against it or bankruptcyorder made against it, or if a court receiver over any of its

assets is appointed, or if it becomes unable to pay its debts asthey become due or if the Client/Client Customer, as the casemay be, enters into any arrangement or composition with orfor the benefit of its creditors or if a resolution is passed for thevoluntary winding up or dissolution of Client/Client Customer,as the case may be, or if Client/Client Customer, as the casemay be, is dissolved or any analogous occurrence under anyother jurisdiction.

c)

7. FORCE MAJEURE

INDUSIND Bank shall not be liable for any failure to perform any of itsobligations under this Agreement if its performance is prevented,hindered or delayed by a Force Majeure event (defined below) and insuch case its obligations shall be suspended for so long as the ForceMajeure Event continues.

Force Majeure Event means any event beyond the reasonablecontrol of INDUSIND Bank, including, without limitation, unavailabilityof any communication system, sabotage, fire, flood, explosion, acts ofGod, civil commotion, strikes or industrial action of any kind (including

concerning the pickup agency or the correspondent banks), riots,insurrection, war or acts of government, loss of instruments by thepickup agency/correspondent banks.

8. LAW AND JURISDICTION

The provisions of this Agreement shall be governed by, and construedin accordance with Indian law.


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The Parties hereby agree that any legal action or proceedings arisingout of this Agreement shall be brought in the courts or tribunals atMumbai in India and irrevocably submit themselves to the jurisdictionof such courts and tribunals. INDUSIND Bank may, however, in theirabsolute discretion commence any legal action or proceedings arising

out of this Agreement in any other court, tribunal or other appropriateforum, and the Client hereby consents to that jurisdiction.

9. MISCELLANEOUS

(A) Amendments

The Services rendered herein are demand facilities, subject to anongoing review by INDUSIND Bank and the terms and conditions,pricing etc may be modified or Services recalled without notice at theabsolute discretion of INDUSIND Bank.

(B) Successors and Assigns

The provisions of this Agreement shall be binding upon and inure tothe benefit of the Parties hereto and their respective successors andpermitted assigns and Affiliates.

(C) Notices

(i) Unless otherwise provided herein, all notices or other communicationsunder or in connection with this Agreement shall be given in writingand may be sent by personal delivery or post or courier or facsimile.Any such notice or other communication will be deemed to be effective

if sent by personal delivery, when delivered, if sent by post, two daysafter being deposited in the post and if sent by courier, one day afterbeing deposited with the courier, and if sent by facsimile, when sent(on receipt of a confirmation to the correct facsimile number).

(ii) The addresses referred to hereinabove are:

If to INDUSIND Bank:

INDUSIND Bank Limited,

Tel No : 022-8562929

Facsimile No : 022-8562970/71

ATTN:Mr.If to the Client:

__________________________________


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__________________________________

Facsimile number:ATTN:

(D) Entire Agreement; No Third Party Rights

This Agreement constitutes the entire agreement between the Partieswith respect to the subject matter hereof and supersedes all priorwritten agreements, understandings and negotiations, both writtenand oral, between the Parties with respect to the subject matter of thisAgreement. No representation, inducement, promise, understanding,condition or warranty not set forth herein has been made or reliedupon by any Party hereto. Neither this Agreement nor any provisionhereof is intended to confer upon any Person other than the Parties tothis Agreement any rights or remedies hereunder.

(E) Further Assurances

In connection with this Agreement, as well as all transactionscontemplated by this Agreement, each Party agrees to execute anddeliver such additional documents and to perform such additionalactions as may be necessary, appropriate or reasonably requested tocarry out or evidence the transactions contemplated hereby.

(F) Severability

The invalidity or unenforceability of any provisions of this Agreement inany jurisdiction shall not effect the validity, legality or enforceability ofthe remainder of this Agreement in such jurisdiction or the validity,legality or enforceability of this Agreement, including any suchprovision, in any other jurisdiction, it being intended that all rights andobligations of the Parties hereunder shall be enforceable to the fullestextent permitted by law.

(G) Information

The Client hereby authorises INDUSIND Bank and/or its agents toexchange, share or part with all the information relating to theClient/Client Customer, as the case may be, and all informationpertaining to or arising out of this Agreement to other INDUSIND BankAffiliates and/or group companies and/ or agents/ representatives forthe purpose of rendering the Services herein, and undertakes not tohold INDUSIND Bank and/or its Affiliates other group companies ofINDUSIND Bank and their agents liable for use of the aforesaidinformation. Further, the Client also authorises INDUSIND Bank toshare and/or disclose all the information relating to the Client/ClientCustomer, as the case may be, and all information pertaining to or


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arising out of this Agreement as may be required by a legal, statutoryor regulatory authority and shall not hold INDUSIND Bank liable in anymanner whatsoever for such sharing and disclosure. The Client herebyconfirms that it has, or shall have procured the Client Customersacceptance of the above terms, and if required shall deliver thenecessary evidence, of the same to INDUSIND Bank.

(H) Captions

The captions herein are included for convenience of reference only andshall be ignored in the construction or interpretation hereof.

(I) Annexures

This Agreement together with all Annexures hereto form a singleAgreement between the Parties hereto.

(J) Waiver

No failure or delay by any Party in exercising any right, power orprivilege hereunder shall operate as a waiver thereof nor shall anysingle or partial exercise of any other right, power or privilege. Therights and remedies herein provided shall be cumulative and notexclusive of any rights or remedies provided by law.

(K) Assignment

The Client shall not assign this Agreement to any other person.INDUSIND Bank may sub-contract and employ agents to carry out anyof its obligations under this Agreement. INDUSIND Bank may transferor assign its rights and obligations under this Agreement to any of itsAffiliates.

(L) Right of Set-off

INDUSIND Bank shall have the right of set-off and lien, irrespective ofany other lien or charge, present as well as future on the Instrumentsas well as on the deposits/balances held in the bank accounts of theClient/Client Customer, as the case may be, held with INDUSIND Bank,whether in single name or joint name(s), to the extent of alloutstanding dues, whatsoever, arising as a result of the transactionscontemplated hereunder. The Client hereby confirms that it has, orshall have procured the Client Customers acceptance of the aboveterms, and if required shall deliver the necessary evidence, of thesame to INDUSIND Bank.

ANNEXURE A


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OFFER TERMS AND LIST OF LOCATIONS

[Will contain the locations and terms as per SMs offer letter]

IN WITNESS WHEREOF this Agreement has been executed on the day and

year hereinabove first written.

SIGNED AND DELIVERED BY____________________, the within namedClient, by the hand of ___________________ itsAuthorised Signatory in the presence of:

1.2.

SIGNED AND DELIVERED BY INDUSIND BANKLIMITED, the within named INDUSIND Bank,by the hand of ___________________ itsAuthorised Signatory in the presence of:

1.

2.______________________________________________________________________________*** Please be guided by footnotes and remove them before getting executedby the customer.