1

Date Received Presentation Book Registration Fees

for Registration No…………………… Shs…………..
paid adhesive
Revenue Stamps.

This form of the instrument has been

approved by the Chief Land Registrar
under section 108 of the Registered Land
Act by virtue of his letter Ref:

REPUBLIC OF KENYA
THE REGISTERED LAND ACT
(CHAPTER 300) LAWS OF KENYA)
TITLE NUMBER: NAIROBI/BLOCK 82/1889

FURTHER CHARGE

THIS FURTHER CHARGE (herein also referred to as "this Security") is made the
day of Two Thousand and BETWEEN
PETER CHARLES OCHIENG’ ASINGO and JACINTA DOMINICA ALUOCH
both of Post Office Box Number 6293-00300, Nairobi in the Republic of Kenya
(hereinafter called “the Chargors” which expression shall where the context so
admits include their personal representatives and assigns) of the first part,
COMET HEALTHCARE LIMITED a limited liability company incorporated in the
Republic of Kenya under registration number C. 114076 of Post Office Box
Number 693-00300 Nairobi in the Republic of Kenya (hereinafter called "the
Borrower" which expression shall where the context so admits include its
successors and assigns) of the second part AND I & M BANK LIMITED
(formerly known as Investments & Mortgages Bank Limited) also a limited
liability company incorporated in the Republic of Kenya under registration number
C. 8/90 of Post Office Box Number 30238-00100 Nairobi aforesaid (hereinafter
called “the Bank” which expression shall where the context so admits include its
successors and assigns) of the third part.

WHEREAS:-
 2

(1) The Chargors are registered as proprietors as Lessees of the Land

comprised in the above mentioned title more particularly described in
the Schedule hereto together with the Buildings and improvements
standing and being thereon (hereinafter called “the Mortgaged
Property”).
(2) By a Charge (hereinafter called “the First Charge”) dated the Second
day of September Two Thousand and Eight and registered in the
above mentioned Title as entry No. 1 and made between the Chargors
of the first part, the Borrower of the second part and the Bank of the
third part the Mortgaged Property was charged unto the Bank by the
Chargors with intent to secure to the Bank the repayment of finances or
other financial accommodation granted by the Bank to the Borrower
not exceeding the sum of Kenya Shillings Four Million
(Kshs.4,000,000/-) together with interest thereon and together with all
other monies costs charges and expenses intended to be thereby
secured (hereinafter called “the First Mortgage Debt”).
(3) The First Mortgage Debt is still due and owing by the Chargors and the
Borrower to the Bank (be the same more or less).
(4) At the request of the Chargors and the Borrower the Bank has agreed
by a Letter of Offer dated 5th July, 2011 (Ref: HO/924/2011/KA/dg) as
the same may be varied, amended, replaced, renewed or
supplemented from time to time (hereinafter called “the Letter of Offer”)
to make further advances to the Borrower by way of Loan by permitting
the Borrower to overdraw the Borrower’s current account or by granting
to the Borrower a further loan or other financial accommodation within
such limits as may from time to time be fixed by the Bank and/or to
refrain from demanding immediate repayment of moneys already
owing by the Borrower to the Bank in respect of the First Mortgage
Debt upon having the same secured in the manner hereinafter
appearing
(5) In consideration of the Bank at the request of the Chargors and the
Borrower not calling in or requiring the immediate repayment of any
existing indebtedness of the Borrower to the Bank and granting the
facilities secured by the Further Charge, the Chargors have agreed
to further charge to the Bank all their right, title and interest in and to
 3

the Mortgaged Property on the terms and conditions contained

herein.

NOW in pursuance of the said agreement and in consideration of the premises

THIS SECURITY WITNESSETH as follows:-

1. The Chargors and the Borrower hereby JOINTLY AND SEVERALLY

covenant and agree with the Bank:-
(a) On the Legal Date of Redemption (hereinafter defined) which date
the Chargors hereby acknowledge to be the date specified for
repayment within the meaning and for all purposes of section 65(2)
of the Registered Land Act (Chapter 300) to pay to the Bank the
balance in excess of the First Mortgage Debt or such sum or sums
as may then be due and owing by Chargors or the Borrower to the
Bank not exceeding the Prescribed Maximum Further Debt
(hereinafter defined) together with interest thereon and other
charges as hereinafter provided whether in respect of moneys
advanced to or paid to or for the use of the Chargors or the
Borrower or charges incurred on the account of the Chargors or the
Borrower or for any money whatsoever which may then be due and
owing by the Chargors or the Borrower to the Bank either as a
principal or surety and either solely or jointly with any other person
or persons in partnership or any company society or corporation or
otherwise upon current banking accounts loans or bills of exchange
or promissory notes drafts orders for payment or delivery of any
money bills of lading or other negotiable or mercantile instruments
drawn or accepted or endorsed by or on behalf of the Chargors or
the Borrower and discounted or paid or held by the Bank either at
the request of the Chargors or the Borrower or in the course of
business or otherwise or in respect of documentary credits opened
or bills of exchange accepted by the Bank on the instructions of the
Chargors or the Borrower or of the authorised agent or agents of
the Chargors or the Borrower or in respect of moneys which the
Chargors or the Borrower shall become liable to pay to the Bank
either under guarantee given by the Chargors or the Borrower to
 4

the Bank or for money or any other facility guaranteed by the Bank
for and on behalf and at the request of the Chargors or the
Borrower or in any other manner whatsoever and whether any such
moneys or liabilities shall be paid to or incurred on behalf of the
Chargors or the Borrower or any other person or persons in
partnership or any company society or corporation or otherwise at
the request of the Chargors or the Borrower or for any other
accounts whatsoever or otherwise howsoever or for any actual or
contingent liability together with the commission and other usual
Bank charges legal and other costs charges and expenses as shall
or may be paid incurred or suffered by the Bank in anywise in
connection with the assertion or defence of the Bank’s rights under
this Security as also for the protection and defence of the property
and assets charged by the First Charge and this Security as
expressed so to be and for the demand realisation and recovery of
all moneys hereby secured and together with the interest (as well
after as before demand judgement or liquidation or bankruptcy of
the Chargors or the Borrower as the case may be) at such rate or
rates as the Bank shall in its own discretion from time to time
decide within the limits permitted by law with full power to the Bank
to charge different rates for different accounts and such interest
shall be calculated on daily cleared balances and compounded in
the event of it not being punctually paid with the monthly rests and
secured in the same manner as the principal moneys hereby
secured but without prejudice to the right of the Bank to require
payment of such interest when due PROVIDED ALWAYS THAT
the Bank shall not be required to advise the Chargors or the
Borrower prior to any change in the rate of interest so payable nor
shall any failure by the Bank to advise the Chargors or the Borrower
as aforesaid prejudice in any way howsoever the recovery by the
Bank of interest charged subsequent to any such change;
(b) On the Seventh day next after the same respectively shall have
been advanced or otherwise become due to pay to the Bank every
other sum which may be advanced by the Bank to the Chargors or
the Borrower on account of such facilities or for which the Chargors
 5

or the Borrower may otherwise become liable to the Bank as

aforesaid together with the commission and other usual bank
charges legal and other costs charges and expenses and together
with interest thereon as aforesaid;
(c) At any time after the Legal Date of Redemption or as the case may
be after any such seventh day as aforesaid ON DEMAND in writing
made to the Chargors or the Borrower by the Bank to pay to the
Bank all moneys which shall or may be for the time being owing as
aforesaid by the Chargors or the Borrower to the Bank together with
interest thereon as aforesaid PROVIDED ALWAYS THAT the total
moneys for which these presents constitute a security shall not at
any one time exceed the Prescribed Maximum Further Debt to
which shall be added interest at the rate aforesaid from the time of
the Further Mortgage Debt (hereinafter defined) becoming payable
until actual payment thereof and all other charges and expenses
intended to be hereby secured AND PROVIDED ALSO THAT this
Security shall be a continuing security for the Prescribed Maximum
Further Debt together with interest thereon at the aforesaid rates
and all other costs charges and expenses intended to be hereby
secured (hereinafter called "the Further Mortgage Debt") or so
much thereof as may from time to time be outstanding
notwithstanding the winding-up insolvency incapacity or liquidation
of the Chargors or the Borrower (as the case may be) or any
settlement of account or other matter whatsoever and is in addition
to and shall not merge with or otherwise prejudice or affect any
contractual or other right or remedy or any guarantee lien pledge
bill note mortgage or other security (whether created by the deposit
of documents or otherwise) now or hereafter held by or available to
the Bank and shall not be in any way prejudiced or affected thereby
or by the invalidity thereof or by the Bank now or hereafter dealing
with exchanging releasing varying or abstaining from perfecting or
enforcing any of the same or any rights which the Bank may now or
hereafter have or giving time for payment or indulgence or
compounding with any other person liable.
 6

2. The Chargors and the Borrower hereby further JOINTLY AND

SEVERALLY covenant and agree with the Bank that during the
continuance of the security created by the First Charge and this Security
the Chargors and the Borrower will:-
(a) Duly pay all rents (if any) and all rates taxes duties charges
impositions and other outgoings whatsoever payable in respect of
or charged assessed or imposed on the Mortgaged Property or on
the Chargors and the Borrower as or other the owner or occupier
thereof or the Bank or a receiver in respect thereof including
(without limitation) any charge or imposition in respect of any work
in or in connection with the construction repair maintenance or
improvement of any private road or street and any other charge or
imposition whether or not of capital or non-recurring nature AND
WILL on demand produce to the Bank the receipt for any such
payment AND WILL perform and observe the covenants conditions
and stipulations under and subject to which the Mortgaged Property
is held AND WILL indemnify and keep indemnified the Bank from
and against all actions claims and demands in respect of or arising
out of any non-payment or breach of any of the said covenants
conditions and stipulations AND THAT all expenses costs and
damages incurred paid or sustained by the Bank by the reason of
any such non-payment or breach shall be deemed to be expenses
properly incurred by the Bank in relation to this Security;
(b) Forthwith upon the receipt by the Chargors or the Borrower of any
notice schedule list claim or demand or other requirement
whatsoever from or by any person firm company local or other
authority or any other body whatsoever affecting or likely to affect or
which may affect the Mortgaged Property or any part thereof or the
interest of the Chargors and the Borrower and the Bank therein
inform the Bank of the receipt thereof and give to the Bank such
further and other information and take at the expense of the
Chargors or the Borrower such action in respect thereof as the
Bank shall or may require;
(c) Use the Mortgaged Property for the permitted user only AND WILL
keep the buildings and improvements forming part of the
 7

Mortgaged Property including all fixtures and additions thereto in

good and substantial repair and condition to the satisfaction of the
Bank;
(d) Permit the Bank or the agents of the Bank with or without workmen
or others at all reasonable times to enter upon the Mortgaged
Property and examine the state and the condition thereof AND
WILL forthwith repair and make good to the satisfaction of the Bank
all defects and wants of the reparation in and to the Mortgaged
Property of which notice in writing shall be given to the Chargors or
the Borrower by or on behalf of the Bank;
(e) Permit the Bank at any time should the Bank so require to instruct a
surveyor or valuer to inspect and report on the Mortgaged Property
at the expense of the Chargors or the Borrower and all money paid
by the Bank for that purpose shall be deemed to be expenses
properly incurred by the Bank in relation to this Security;
(f) Not pull down waste destroy or interfere or in any manner or by any
means lessen the value of the Mortgaged Property or any part
thereof and will not effect any alterations in and to the Mortgaged
Property without the prior written consent of the Bank;
(g) Not erect place or make nor cause or suffer to be erected placed or
made any buildings or other works on the Mortgaged Property or
any part thereof nor make or cause or suffer to be made any
material change in the use of the Mortgaged Property or any part
thereof without the prior written consent of the Bank;
(h) If the Mortgaged Property is leasehold not surrender or agree to
surrender the Mortgaged Property or any part thereof to any
reversioner nor merge nor agree to merge the Mortgaged Property
or any part thereof in any reversion;
(i) Not lease, agree to lease or accept surrenders of leases, charge or
part with the possession of the Mortgaged Property or any part
thereof without the prior written consent of the Bank AND WILL
upon the execution of any lease procure from the lessee a
counterpart of such Leases duly executed by the lessee AND WILL
forthwith have the same duly registered AND WILL deliver the
same to the Bank within one month from the registration thereof;
 8

(j) Not to sell or agree to sell subject to these presents or otherwise

the Mortgaged Property or any part thereof without the prior written
consent of the Bank PROVIDED THAT where the Chargors or the
Borrower is a company the issue of the shares in the Chargors or
the Borrower other than the issue to a holder of shares in the
Chargors or the Borrower at the date hereof or the transfer of a
beneficial interest in any part of the issued share capital of the
Chargors or the Borrower shall constitute a sale for the purpose of
this sub-clause and shall require consent as aforesaid;
(k) (i) Insure and keep insured all buildings being on or forming
part of the Mortgaged Property and such other property and
effects of an insurable nature (whether affixed to the freehold
or leasehold or not) as the Bank shall at any time and from
time to time require to be insured against loss or damage by
fire aircraft storm earthquake riots and civil commotions and
such other risks as the Bank may determine in the full
insurable value thereof (which expression shall include but
not be restricted to the full replacement value thereof and
shall include all architect's and surveyor's fee) as determined
by the Bank from time to time;
(ii) Effect every such insurance in the joint names of the
Chargors and the Borrower (as owner) and the Bank (as
mortgagees) or if required by the Bank in the sole name of
the Bank and place the same with some good and solvent
insurance company to be approved of in writing by the Bank;
(iii) Immediately after any such insurance shall have been
effected or upon execution of these presents if the same
shall have been previously effected produce to and deposit
with the Bank the original policy relating thereto;
(iv) duly and punctually pay all premia and other moneys
necessary for effecting and keeping on foot any such
insurance and forthwith deliver to the Bank the receipt for or
other proper evidence of every such payment;
(v) hold any moneys received under any such insurance as a
trustee for the Bank and apply the same in or towards
 9

making good the loss or damage in respect of which they

shall have been received PROVIDED ALWAYS that without
prejudice to any obligations to the contrary imposed by law
or special contract the Bank may require that all such
moneys be applied in or towards the discharge of the
Further Mortgage Debt interest thereon and all other moneys
which under these presents may then be payable by the
Chargors and the Borrower to the Bank in respect of this
Security;
(vi) not effect without the prior written consent of the Bank any
insurance of the said buildings property and effects or any of
them otherwise than in accordance with the foregoing
covenant and agreement and if any insurance shall be
effected in breach of this covenant and agreement then will
hold any moneys received thereunder as trustee for the
Bank to be applied as if the same arose under a policy
effected under the said foregoing covenant and agreement;
(l) Comply with and observe at all times the terms and provisions
contained in the Letter of Offer or other agreement on the basis of
which the Bank has afforded any facility hereby secured and not
apply for nor obtain any advance or loan nor create any security
which under or by virtue of any law for the time being in force in
Kenya or otherwise howsoever would or might rank in priority to or
pari passu with or puisne to this Security;
(m) Where the Chargors or the Borrower is a company comply with and
observe all the provisions of the Companies Act (Chapter 486 of the
Laws of Kenya) or any amendment or re-enactment for the time
being in force;
(n) Where the Chargors or the Borrower is a company deposit with the
Bank a true copy of its Memorandum and Articles of Association in
force on the date hereof and of any amendment made from time to
time and not make or attempt to make any alteration thereto or to
its capital structure without the prior written consent of the Bank;
(o) Appoint and employ the Bank as the sole banker of the Chargors or
the Borrower and all sums received by the Chargors or the
 10

Borrower in the course of the Chargors’ or the Borrower’s business

or in respect of subscriptions or calls upon the Chargors’ or the
Borrower’s shares where the Chargors or the Borrower is a
company or otherwise howsoever shall be paid to the Bank for the
credit of the Chargors or the Borrower into such account or
accounts opened or to be opened in the name of the Chargors or
the Borrower as the Bank shall from time to time direct and the
Chargors or the Borrower shall make all payments by cheques
drafts promissory notes or bills of exchange drawn on the Bank and
all costs and expenses incurred by the Bank in acting as such
banker of the Chargors or the Borrower as aforesaid shall be
debited to the Chargors or the Borrower and constitute a first
charge upon the Mortgaged Property;
(p) Where the Chargors or the Borrower is a company or are carrying
on business furnish to the Bank annually or often if required a
balance sheet profit and loss account and trading accounts
showing the position of the Chargors’ or the Borrower’s affairs at a
date not more than three months previous certified by the auditors
for the time being of the Chargors’ or the Borrower’s and approved
by the Bank and also from time to time give to the Bank or to such
persons as the Bank may from time to time appoint such
information as it he or they shall require as to all matters relating to
the business or any existing or after acquired property or assets of
the Chargors or the Borrower or otherwise relating to the affairs
thereof;
(q) If the Mortgaged Property be an agricultural property farm the
Mortgaged Property in a good and husbandlike manner AND WILL
keep in a good state of cultivation and condition and clean and free
from weeds all portions thereof which are now or may hereafter be
put under cultivation and all crops from time to time thereon AND
WILL permit the Bank or the agent of the Bank at all reasonable
times to enter upon the Mortgaged Property and examine the state
of cultivation and condition thereof AND if any land which is now or
shall at anytime during this Security have been under cultivation or
the said crops or any part thereof shall not be found in proper state
 11

of cultivation and notice in writing of any such defects or matters

shall be given, the Chargors or the Borrower WILL if and so far as
the case will admit make good the same in a proper manner to the
satisfaction of the Bank within the space of three(3) calendar
months next after every such notice shall have been so given;
(r) The Chargors or the Borrower will comply with and shall not commit
any offence under the provisions of Environmental Management
and Co ordination Act, 1999 (“EMCA”) and the Chargors or the
Borrower will procure that all occupiers and owners (as defined in
the EMCA) of the Mortgaged Property will comply with and will not
commit any offence under the provisions of the EMCA.
PROVIDED THAT the Bank may withhold its consent in relation to any of
the foregoing matters in respect of which such consent is a prerequisite as
hereinbefore provided without assigning any or any sufficient reason
therefor AND the Bank may give such consent upon and subject to such
terms and conditions as the Bank shall in its sole discretion think fit.
3. If the Chargors and/or the Borrower shall fail to perform any of the
foregoing covenants and agreements in clause 2 hereof it shall be lawful
but not obligatory for the Bank to do all or any of the following acts and
things that is to say:-
(a) To effect payment of the rent (if any) and any rates taxes or other
charges and impositions as therein mentioned unpaid by the
Chargors and/or the Borrower;
(b) To insure and keep insured the Mortgaged Property and effects or
any part thereof in any sum not exceeding the full insurable value
thereof (which expression shall include but not be restricted to the
full replacement value) as determined by the Bank from time to
time;
(c) To enter the Mortgaged Property from time to time and repair or
keep in repair the Mortgaged Property or any part thereof or any
fixtures and additions thereto without thereby becoming liable as
mortgagee in possession;
AND the expenses of the Bank in so doing shall be deemed to be
expenses properly incurred by the Bank in relation to this Security
PROVIDED THAT nothing done by the Bank hereunder shall be deemed
 12

to be or take effect as a waiver of or shall prejudice any right of action

which the Bank may have against the Chargors or the Borrower in respect
of any antecedent breach of the said foregoing covenants and agreements
or any of them or otherwise or any other right of the Bank under the
presents or otherwise.
4. (a) All costs charges and expenses incurred by the Bank in obtaining
or attempting to obtain payment of any moneys hereby secured or
properly incurred by the Bank in relation to or under the First
Charge and this Security including (without limitation) such
payments as the Bank may consider expedient from time to time to
make and is hereby authorised to make to any person whether the
Chargors or the Borrower personally or to the Directors of the
Chargors and/or the Borrower as the case may be or anyone acting
at the request of the Chargors or the Borrower or a receiver or a
subsequent mortgagee or to any person acting on the instruction of
the Bank in connection with the maintaining repairing amending
altering or improving the Mortgaged Property and all such further
and other moneys as shall by virtue of the provisions of sub-clause
(b) of this present clause deemed to be included in the expression
"expenses" shall:-
(i) bear interest at the highest rate for the time being payable
hereunder upon any part of the Further Mortgage Debt from
the time of the same having been expended or incurred until
the same shall be repaid;
(ii) be repaid with interest as aforesaid by the Chargors or the
Borrower to the Bank on demand;
(iii) until such repayment be charged upon the Mortgaged
Property;
(b) AND IT IS HEREBY AGREED AND DECLARED that the
expression "expenses" shall be deemed to include all costs charges
claims damages expenses and other moneys properly paid or
incurred by the Bank under the First Charge and this Security and
(without prejudice to the generality of the foregoing) properly paid or
incurred by the Bank:-
 13

(i) in any action proceeding or claim brought by or against the

Bank for the enforcement protection preservation or
improvement of this Security; or
(ii) in any action proceeding claim or demand against or for the
recovery of the Mortgaged Property or any part thereof or
any compromise purchase or getting in thereof which the
Bank shall have full power to effect without the concurrence
of the Chargors or the Borrower, or
(iii) in connection with the negotiation preparation and
completion of any Further Mortgage Charge Deed of
Variation or other instrument or document supplemental to
or collateral with this Security or otherwise relating to the
Mortgaged Property (whether or not completed) and any
correspondence and attendances; or
(iv) in connection with any proposed lease surrender assurance
or other transaction concerning the Mortgaged Property for
which the Chargors or the Borrower may seek the consent of
the Bank (whether such consent be given or withheld)
including legal costs incurred in perusing and (if necessary)
copying any document (whether engrossed or in draft form)
required for carrying out any such proposed transaction and
any correspondence and attendances relating thereto; or
(v) in effecting any registration which the Bank may deem
necessary or expedient for the proper protection of its
security; or
(vi) to the advocates architects surveyors or other professional
or technical advisers of the Bank in respect of their costs
fees and disbursements for attendances made advice given
correspondence written or other work done by such persons
or any of them in connection with any of the matters referred
to in the preceding paragraphs of this sub-clause or the
happening of any one or more of the events specified in sub-
clause (a) of Clause 13 hereof;
AND the legal costs and disbursements paid or incurred by the Bank
under the First Charge and this Security and falling within the definition of
 14

"expenses" hereinbefore contained shall as against the Chargors or the

Borrower be deemed to include every sum which would be allowed to the
advocates of the Bank in a taxation as between the advocate and own
client to the intent that the Chargors or the Borrower shall afford to the
Bank a complete entitlement and unqualified indemnity in respect thereof.

5. The Chargors hereby warrant to the Bank that there are no overriding
interests as defined in Section 30 of the Registered Land Act subsisting
against or affecting the Mortgaged Property as at the date hereof of which
full particulars have not been provided to the Bank in writing and the
Chargors hereby covenant and agree with the Bank during the
subsistence of this Security:
(a) not to permit or suffer, without the prior consent in writing of the
Bank any such overriding interest to arise or be created against the
Mortgaged Property.
(b) forthwith upon becoming aware of the possibility that such an
overriding interest may arise or be created against the Mortgaged
Property, to inform the Bank accordingly.
6 The provisions of Sections 72(2) and (3), 74, 75, 76 and 77 of the
Registered Land Act shall be varied and added to in the manner set forth
in this clause provided always that, if in any particular case: (i) the Court
shall not permit action to be taken upon such variation or addition under
the proviso to Section 79 of the Registered Land Act; or (ii) the Bank shall
wish to act without seeking the approval of the Court under the said
proviso, then, and in every such case, the provisions of the said Sections
shall apply to this charge without any variation or addition.
(a) If the Chargors shall wish or seek to redeem the Mortgaged
Property under the provisions of Sections 72(2) or (3) of the
Registered Land Act, it shall pay to the Bank in addition to the sums
payable under those sections, all other moneys secured hereby;
(b) The powers of the Bank to appoint a receiver of the income of the
Mortgaged Property, to sell the Mortgaged Property and to sue for
the money hereby secured shall forthwith become exercisable
(without delay for one month or any lesser period and without
service of any notice on the Chargors) in the event that the First
Charge and this Security shall become enforceable under the terms
hereof;
(c) The Bank in exercising the power of sale, may sell or concur with
any person in selling the Mortgaged Property or any part thereof
either subject to prior encumbrances or not and either together or in
 15

lots by public auction whether with or without a reserve price or by

private contract subject to such conditions respecting title or
evidence of title or other matter as the Bank may think fit with power
to vary any contract for sale and to buy in at any auction or to
rescind any contract for sale and to resell without being answerable
for any loss occasioned thereby and, if the Chargors shall be in
possession of the Mortgaged Property, the Bank shall be entitled to
recover possession thereof upon a bid being accepted at any
auction sale or upon the execution of any private contract to sell the
Mortgaged Property;
(d) The powers of leasing conferred on the Bank by Section 75 of the
Registered Land Act shall include power to grant leases in excess
of twenty-one years.
(e) The commission to which a receiver is entitled by virtue of Section
76(6) of the Registered Land Act (unless otherwise specified,
agreed or allowed by the Court in accordance with that Section)
shall be at the rate of ten per cent of the gross amount of all
moneys received.
(f) Neither the Bank nor any receiver shall be bound to apply any sum
of money payable under an insurance policy covering the
Mortgaged Property or any part thereof in making good the loss or
damage in respect of which the money is payable.
7. The Chargors shall not sell, transfer, lease, agree to lease, accept
surrenders of lease, charge or part with the possession of the Mortgaged
Property or any part thereof without the prior written consent of the Bank
and the provisions of Section 69(f) and Section 69(g) of the Registered
Land Act shall not apply to this charge.
8. This Security being a continuing security, the Bank may make further
advances and give credit to the Chargors or the Borrower on a current or
continuing account and such further advances shall in accordance with
Section 83 of the Registered Land Act, rank in priority to any subsequent
charge of the Mortgaged Property.
9. Section 84 of the Registered Land Act (restricting the right of
consolidation) shall not apply to this charge and the right of consolidation
of the Bank is hereby expressly reserved and without prejudice to any
equitable right of consolidation, it is hereby declared that no property of the
Chargors which at the date hereof is subject to a mortgage or charge in
favour of or vested in the Bank shall be redeemed except on payment not
only of all moneys secured thereby but also of all moneys hereby secured.
 16

10. (a) for the better securing to the Bank the repayment of the Further
Mortgage Debt interest and all other moneys and expenses hereby
intended to be secured the Chargors HEREBY FURTHER
CHARGE unto the Bank all its leasehold interest in the Mortgaged
Property in favour of the Bank with the Further Mortgage Debt
interest and all other monies and expenses as aforesaid.
(b) PROVIDED ALWAYS that except as otherwise provided by clause
12(e)(i) hereof if the Chargors and the Borrower shall on the Legal
Date of Redemption or on such other date as the same becomes
payable in accordance with clause 1 hereof pay to the Bank or to
one of the cashiers for the time being of the Bank all moneys
hereinbefore covenanted and agreed so to be paid then the Bank
shall at any time thereafter at the request and cost of the Chargors
discharge and release the Mortgaged Property unto the Chargors
or as the Chargors shall direct.
11. PROVIDED ALWAYS AND IT IS HEREBY EXPRESSLY AGREED AND
DECLARED by and between the parties hereto as follows:-
(a) That the Chargors or the Borrower shall be at liberty at any time or
times hereafter without notice to pay off all or any part of the Further
Mortgage Debt but so that upon any payment of the principal the
interest on the whole of the Further Mortgage Debt be fully paid;
(b) That the Chargor shall effect all payments in respect or on account
of the Further Mortgage Debt and the interest thereon as
hereinbefore provided free of bank exchange commission and other
similar expenses by credit to such banking account or accounts at
such branch or branches of the Bank as the Bank shall or may from
time to time require.
12. PROVIDED ALWAYS AND THIS SECURITY FURTHER WITNESSETH
as follows:-
(a) That the principal sum and interest hereby secured shall
immediately become payable without demand protest or other
notice of any kind all of which are expressly waived by the Chargor
and the Chargor shall provide cash cover on demand for all
contingent liabilities of the Chargors or the Borrower to the Bank for
all notes and bills confirmed accepted endorsed or discounted and
all bonds guarantees indemnities documentary and other credit or
any instruments whatsoever from time to time entered into by the
Bank for or at the request of the Chargors and/or the Borrower and
the statutory power of sale of the Bank to appoint a Receiver or to
sell the mortgaged property shall (subject to the provisions of
 17

SECTION 79 of the Registered Land Act) forthwith become

exercisable (without delay and without service of any notice on the
Chargor or Mortgagor other than notice of immediate exercise of
such power) and to that extent the provisions of SECTION 74 of the
Registered Land Act shall be deemed to have been varied in
manner provided by this Clause PROVIDED ALWAYS that in the
event of action upon such variation not being sought or not being
sanctioned by the court nothing herein contained shall prejudice or
affect the exercise of the said statutory powers on due notice in
accordance with the provisions of SECTION 74 of Registered Land
Act:-
(i) If any amount due by the Chargors or the Borrower
hereunder or under any other agreement made between the
Chargors or the Borrower and the Bank is not paid when
demanded or on the due date for payment (whether or not
demanded) or if any amount due by the Chargors or the
Borrower under any other agreement or instrument made
available by or to the Bank or any other creditor lender
person or company is not paid when demanded or on the
due date for payment; or
(ii) if a distress or execution either by virtue or legal process of
any court order or process or by appointment of a receiver is
levied upon any part of the Mortgaged Property or against
any of the chattels or other property of the Chargors or the
Borrower situate on or about or belonging to the Mortgaged
Property and the debt for which such levy is made or
receiver appointed is not paid off within seven days; or
(iii) if the title to the Mortgaged Property shall for any reason be
encumbered or terminated or threatened with either or if any
Charge Mortgage or encumbrance whatsoever or notification
by virtue of any order process decree or notice including a
Charge or notification of a Charge registered under the
Income Tax Act or any other legislation in the Republic of
Kenya is registered against the title without the consent of
the Bank; or
(iv) If any judgement or order made against the Chargors or the
Borrower is not complied with in accordance with the terms
of the judgement or order unless a valid appeal has been
lodged by the Chargors or the Borrower against such
judgment or order or if any decree order warrant or
 18

process is issued or other action is taken whereby a

distress attachment or execution is or may be levied or
enforced upon or against any of the assets of the Chargors
or the Borrower; or
(v) If a petition is presented or an application is made in
respect of or any order is made or any resolution is passed
for or any notice is issued to convene a meeting for the
purpose of passing such resolution for the liquidation
winding up or dissolution of the Chargors or the Borrower
pursuant to the provisions of the Companies Act (Chapter
486 of the Laws of Kenya); or
(vi) If a notification of charge or encumbrance either by Court
order decree or process or at the direction of any
competent authority is registered against any immovable
property of the Chargors or the Borrower or any other
assets of the Chargors or the Borrower; or
(vii) if the Chargors or the Borrower shall commit a breach of the
covenants and agreements on the part of the Chargors or
the Borrower herein or in any other security created by the
Chargors or the Borrower in favour of the Bank contained or
implied; or
(viii) where the Chargors or the Borrower is carrying on business
if any government or governmental authority shall condemn
nationalise seize or otherwise acquire or appropriate or shall
threaten to condemn nationalise seize or otherwise acquire
or appropriate all or any substantial part of the Mortgaged
Property and the assets of the Chargors or the Borrower or
shall take any action for dissolution or disestablishment of
the Chargors or the Borrower; or
(ix) where the Chargors or the Borrower is carrying on business
if any civil war revolution insurrection action by local national
or foreign or international forces blockade riot or any events
being acts of God or otherwise beyond the control of the
Chargors or the Borrower shall seriously impair the efficient
and proper conduct of the business of the Chargors or the
Borrower or render the same unreasonably hazardous; or
(x) if a receiver liquidator, trustee or sequestrator or other similar
officer is appointed upon any property or assets of the
Chargors or the Borrower; or
 19

(xi) if the Chargors or the Borrower shall become bankrupt or

make any assignment for the benefit of the creditors of the
Chargors or the Borrower enter into any arrangement with
the creditors of the Chargors or the Borrower for liquidation
of the debts of the Chargors or the Borrower by composition
or otherwise; or
(xii) If the Chargors or the Borrower stop payment or becomes
unable to pay its debts within the meaning of Section 220
of the Companies Act or if the Chargors or the Borrower
propose or enter into any composition or arrangement with
their creditors or any class of their creditors; or
(xiii) If any license authorisation consent or registration at any
time necessary or desirable to enable the Chargors or the
Borrower to comply with their obligations to the Bank or to
carry on its business in the normal course shall be revoked
withheld or materially modified or shall fail to be granted or
perfected or shall cease to remain in full force and effect;
or
(xiv) If the Chargors or the Borrower charges pledges or
otherwise encumbers (by way of fixed or floating security)
any of its assets or attempts so to do without the prior
consent in writing of the Bank; or
(xv) If any guarantee indemnity or other security created in
favour of the Bank is in jeopardy or is not or ceases to be
in full force and effect or is voidable or unenforceable or is
disputed revoked, cancelled or terminated or it becomes
unlawful or impossible for the Bank to exercise any right or
power vested in it under any such security and is
considered by the Bank to be material; or
(xvi) If the control of the Chargors or the Borrower passes to any
person or persons (including institutions and companies)
either individually or in concert without the prior consent of
the Bank;
(xvii) If any indebtedness of the Chargors or the Borrower
becomes immediately due or payable or capable of being
in default or if the Chargors or the Borrower fails to
discharge any of its indebtedness on the due date
(xviii) If the Chargors or the Borrower without the consent of the
Bank ceases or threatens to cease to carry on their
business or any material part thereof or sell or threaten to
 20

sell or otherwise disposes of all or a material part of their

undertaking or assets (other than in the normal course of
trading) whether by one or a series of transactions related
or not or if they change the nature or mode of conduct of
their trading in any material respect; or
(xix) If any guarantor(s).gives notice of termination of his or their
liability(ies) under the guarantee given in respect of the
Chargors’ or the Borrower’s liabilities to the Bank.
(xx) where the Mortgaged Property is an agricultural property if a
Management Order is made under section 187 of the
Agriculture Act (Chapter 318 of the Laws of Kenya) in
respect of the Mortgaged Property or any part thereof; or
(xxi) If any representation or warranty made by the Chargors’ or
the Borrower being incorrect in any material respect or if
there is a material adverse change of position as set out in
such representation or warranty; or
(xxii) If any circumstances arise which may in the opinion of the
Bank materially and adversely affect the ability of the
Chargors or the Borrower to perform their obligations under
the First Charge or this Security; or
(xxiii) If any of the above events occur in relation to any third
party who or which now or hereafter has guaranteed or
provided security or given an indemnity in respect of any of
the moneys obligations or liabilities secured by this
Security or if any such person gives notice terminating his
or its liability under the relevant guarantee indemnity or
security.
b The Chargors and the Borrower represent and warrant to the Bank that:-
i) theY have the power to grant the security set out in the
First Charge and this Security and to perform and observe
their obligations under the First Charge and this Security
and under any other securities created in favour of the
Bank;
ii) they have the power to own the Mortgaged Property and
all their other property;
iii) there is no law decree or similar enactment binding on
them so far as they are aware and no provision in any
mortgage, indenture, trust deed, contract or agreement
binding on them or affecting their assets which would
conflict with or prevent them from entering into or
 21

performing and observing the terms of any of the facilities

made available to them by the Bank under the First Charge
and this Security;
iv) the First Charge and this Security constitute valid and
legally binding obligations of the Chargors and the
Borrower enforceable in accordance with its terms;
v) neither the making of the First Charge and this Security nor
the compliance with its terms will conflict with or result in a
breach of any of the terms conditions or provisions of or
constitute a default or require any consent under any
indenture, mortgage, charge, agreement or other
instrument or arrangement to which the Chargors or the
Borrower is a party or by which the Chargors or the
Borrower is bound or violate any of the terms or provisions
of any judgment, decree or order or any statute, rule or
regulation applicable to the Chargors or the Borrower or the
businesses undertaken by the Chargors or the Borrower;
vi) the Chargors or the Borrower are duly and properly
registered as lessee as proprietor of the Mortgaged
Property;
vii) there is no outstanding Encumbrance on the Mortgaged
Property (or any part thereof) and (save in the case of this
Security) no contracts or arrangements conditional or
unconditional exist for the creation by the Chargors or the
Borrower of any Encumbrance on or over the Mortgaged
Property (or any part thereof);
viii) the Chargors or the Borrower are not engaged in nor to the
best of the Chargors’ or the Borrower’s knowledge are the
Chargors or the Borrower threatened by any litigation,
arbitration or administrative proceedings the outcome of
which might materially affect the Chargors’ or the
Borrower’s business prospects or financial condition or
make it improbable that the Chargors or the Borrower will
be able to observe or perform the Chargors’ or the
Borrower’s obligations under the First Charge and this
Security;
ix) the Chargors or the Borrower are not in violation of any
statute or regulation of any competent authority in Kenya
and no judgment or order has been issued which has or is
likely to have any material adverse effect on the Chargors’
 22

or the Borrower’s business prospects or financial condition

or make it improbable that the Chargors or the Borrower will
be able to observe or perform the Chargors’ or the
Borrower’s obligations under the First Charge and this
Security; and
x) no event or circumstance which constitutes or which with
the giving of notice lapse of time or the making of a
determination would constitute an event of default as set
out in clause 12(a) has occurred and is continuing.
c The representations and warranties in clause 12(b) shall be deemed
repeated by the Chargors or the Borrower on and as of each day
the Mortgage Debt remains outstanding to the Bank.
d That without prejudice to and notwithstanding the provisions herein
contained the provisions of the Registered Land Act as varied by
these presents shall have full application to these presents and the
security intended to be hereby created;
(e) (i) That without prejudice to any right of consolidation it is
hereby declared that no other property of the Chargors or
the Borrower which at the date hereof or at any time
hereafter is subject to a Mortgage or Charge in favour of or
vested in the Bank shall be redeemed except on payment
not only of all moneys thereby secured but also of all
moneys hereby secured and vice versa;
(ii) That the statutory power to appoint a receiver may be
exercised at any time after payment of the moneys hereby
secured has been demanded and the Chargors or the
Borrower have made default in paying the same whether the
power of sale has arisen or not;
(f) (i) If at the time of entry into possession or receipt of the rents
and profits of the Mortgaged Property by the Bank such
property or any other part thereof shall be let furnished under
a tenancy which is or becomes binding on the Bank then
and in any and every such case the Bank or such receiver
shall be entitled to receive and apply the whole of the rent
reserved by such tenancy as if it were rent of the Mortgaged
Property and neither the Bank nor any such receiver shall be
required or be bound to make any apportionment of such
rent in respect of any furniture or chattels of the Chargors or
the Borrower comprised in the tenancy;
 23

(ii) If upon entry by the Bank into possession of the Mortgaged

Property or any part thereof such property shall contain any
furniture or chattels of the Chargors or the Borrower which
the Chargors or the Borrower shall refuse or fail to remove
within Twenty-eight days of the Chargors or the Borrower
being required in writing by the Bank so to do then and in
any and every such case the Bank shall thereupon become
and be the agent of the Chargors or the Borrower with full
authority at the Chargors’ or the Borrower’s expense to
remove store preserve sell and otherwise dispose of such
furniture and chattels as last aforesaid in such manner in all
respects as the Bank shall think fit PROVIDED THAT the
Bank shall not sell such furniture or chattels hereunder until
after the expiration of one month from the date upon which
the Chargors or the Borrower is required by the Bank to
remove them from the Mortgaged Property as aforesaid;
(iii) The provisions of paragraph (i) and (ii) of this sub-clause
shall not be construed or operate to confer on the Bank any
right in equity to any furniture or chattels of the Chargors or
the Borrower or any charge or security thereon or otherwise
so as to constitute the First Charge and this Security an
instrument under the Chattels Transfer Act (Chapter 28 of
the Laws of Kenya).
(g) That the Bank shall be at liberty without thereby affecting its rights
hereunder at any time:-
(i) to determine or vary any credit to the Chargors or the
Borrower;
(ii) to vary exchange or release any other securities held or to
be held by the Bank for or on account of the Further
Mortgage Debt and interest hereby secured or any part
thereof;
(iii) to renew bills and promissory notes in any manner and to
compound with and give time for payment to accept
compositions from and make any other arrangements with
the Chargors or the Borrower or any person or persons
liable in bills notes or other securities held or to be held by
the Bank for or on behalf of the Chargors or the Borrower;
(h) It is hereby agreed that
(i) all moneys received or held by the Bank or by a receiver
under the First Charge and this Security may from time to
 24

time after demand has been made by the Bank be

converted into such other currency as the Bank considers
necessary or desirable to cover the Mortgage Debt in that
other currency and such conversion shall be made in
accordance with the Bank’s usual practice of converting
the existing currency into the other currency;
(ii) if and to the extent that the Chargors or the Borrower fail to
pay any amount due hereunder on demand the Bank may
in its absolute discretion without notice to the Chargors or
the Borrower purchase at any time thereafter so much of
any currency as the Bank considers necessary or
desirable to cover the Mortgage Debt in such currency
hereby secured and such purchase will be in accordance
with the Bank’s usual practice of purchasing such other
currency with the existing currency and the Chargors or the
Borrower hereby agree to indemnify the Bank against the
full cost incurred by the Bank in respect of any such
purchase;
(iii) no payment to the Bank (whether under any judgment or
court order or otherwise) shall discharge the obligation or
liability of the Chargors or the Borrower in respect of which
it was made unless and until the Bank shall have received
payment in full in the currency in which such obligation or
liability was incurred and to the extent the amount of any
such payment shall on actual conversion into such
currency fall short of such obligation or liability actual or
contingent expressed in that currency the Bank shall have
a further separate cause of action against the Chargors or
the Borrower and shall be entitled to enforce this Security
to recover the amount of the shortfall; and
(iv) the Bank shall in its sole and absolute discretion be entitled
upon giving prior written notice to the Chargors or the
Borrower at any time to convert any facility made available
in a currency other than Kenya Shillings (“the Other
Currency”) into a Kenya Shilling Facility. In the event that
the Bank shall exercise the aforesaid right to convert the
aggregate principal amount due owing or incurred
(whether actual or contingent) to the Bank in the Other
Currency it shall be converted into Kenya Shillings at a rate
of exchange determined by the Bank in accordance with
 25

the usual practice adopted by the Bank in converting the

Other Currency into Kenya Shillings as at the date of
conversion. Upon the conversion the provisions of Clause
1 shall apply, mutatis mutandis, in relation to the charging
and payment of interest by the Chargors or the Borrower in
respect of the Kenya Shillings outstanding from time to
time and the Chargors or the Borrower shall be charged
and shall pay interest accordingly.
(i) That the First Charge and this Security given to the Bank shall be
without prejudice and in any addition to any other security whether
by way of pledge legal or equitable mortgage or charge or
otherwise howsoever which the Bank may now or at any time
hereafter hold on the property and assets of the Chargors or the
Borrower or any part thereof for or in respect of all or any part of the
indebtedness of the Chargors or the Borrower to the Bank
howsoever arising or any interest thereon;
(j) That the Bank may at any time and without notice to the Chargors
or the Borrower combine or consolidate all or any of the accounts of
the Chargors or the Borrower with any liabilities to the Bank and set
off or transfer any sum or sums standing to the credit of any one or
more of such accounts in or towards satisfaction of any of the
liabilities of the Chargors or the Borrower to the Bank on any other
accounts or in any other respect whether such liabilities be actual or
contingent primary or collateral joint or several and whether such
accounts and liabilities be at or to one or more branches of the
Bank;
(k) That upon demand being made by the Bank for payment of the
Further Mortgage Debt and other moneys hereby secured or any
part thereof or upon such Further Mortgage Debt and other moneys
for any other reason becoming immediately payable the Bank shall
be under no obligation to make any further advances or grant any
further facilities to the Chargors or the Borrower;
(l) That the First Charge and this Security shall be valid and binding
for all purposes notwithstanding any change by amalgamation
consolidation or otherwise which may be made in the constitution of
the company by which the business of the Bank may be for the time
be carried on and shall be available to and enforceable by the
company carrying on that business for the time being;
(m) That after the Security hereby constituted has become enforceable
the Chargors or the Borrower shall from time to time and at all times
 26

execute and do all such acts and things as the Bank may
reasonably require for facilitating the realisation of the property and
assets hereby charged and for exercising all the powers authorities
and discretions hereby and/or by law conferred by the Bank;
(n) That the Chargors or the Borrower hereby irrevocably appoints the
Bank to be the attorney of the Chargors or the Borrower and in the
name and on behalf of the Chargors or the Borrower to execute
and do any assurances acts and things which the Chargors or the
Borrower ought to execute and do under the covenants and
agreements herein contained and generally to use the names of the
Chargors or the Borrower in the exercise of all or any of the powers
hereby or by law conferred on the Bank or any receiver or manager
appointed by the Bank;
(o) That any notice required or authorised by law or by the First
Charge and this Security to be served by the Bank on the
Chargors or the Borrower shall be deemed to have been properly
served on the Chargors or the Borrower if sent by registered post in
a stamped envelope addressed to the Chargors or the Borrower at
the last known address of the Chargors or the Borrower or if it be
delivered to the place of business or abode of the Chargors or the
Borrower or left at the Mortgaged Property. Where the addressee
is a company any notice required or authorised by law or by this
Security shall be deemed to have been properly served on the
Bank if served on any one of the Directors or the secretary of the
addressee or if delivered or sent by registered post telex or
facsimile to the addressee at its registered office or any of its
principal places of business in Kenya. Any notice sent by registered
post shall be deemed to have been served on the addressee at 10
a.m. on the fifth succeeding business day following the day of
posting notwithstanding that it be undelivered and in proving service
it shall be sufficient to prove that the notice or demand was properly
addressed and posted. Any notice or demand sent by telex or
facsimile shall be deemed to have been served at the time of
transmission.
(p) (A) No dealing between the Chargors or the Borrower and the
Bank shall in any way: -
(i) prejudice or affect the covenants liabilities and
obligations of Chargors or the Borrower or the rights
and remedies of the Bank; or
 27

(ii) release or discharge any mortgage or charge given

by the Chargors or the Borrower;
(B) As respects the Bank:-
(i) the Chargors or the Borrower shall be liable on the
covenants on the part of the Chargors or the
Borrower herein contained as principal;
(ii) every mortgage and every charge created by the
First Charge and this Security shall be a principal
and primary security for the moneys hereby secured;
(C) For the purpose of this clause a dealing shall include:-
(i) the giving of time or indulgence by the Bank;
(ii) the neglect or forbearance of the Bank in requiring or
enforcing payment of any moneys hereby secured;
(iii) the release of any property subject to the First
Charge and this Security or of any property
mortgaged or charged to secure the Further
Mortgage Debt or of any covenant liability or
obligation hereunder or the release of any Guarantor
who has guaranteed payment of the Further
Mortgage Debt;
(iv) any variation of any of the provisions of the First
Charge and this Security;
(v) any arrangement or compromise between the
Chargors or the Borrower and the Bank;
(vi) any act omission matter or thing whatsoever whereby
the Chargors or the Borrower would or might have
been released from any covenant liability or obligation
hereunder or any mortgage or charge given by the
Chargors or the Borrower;
13. If the Bank shall at any time receive notice of any subsequent
encumbrance or other like interest matter event or transaction affecting the
Mortgaged Property the Bank may open a new account or accounts for the
Chargors or the Borrower in its books. If the Bank does not in fact open
any such new account then unless the Bank gives express written notice
to the Chargors or the Borrower to the contrary the Bank shall be treated
as if it had in fact opened such account or accounts at the time when it
received such notice. As from that time and unless such express written
notice shall be given to the Chargors or the Borrower all payments by or
on behalf of the Chargors or the Borrower to the Bank shall (in the
absence of any express contrary appropriation by the Chargors or the
 28

Borrower be credited or treated as having been credited to a new account

of the Chargors or the Borrower and not as having been applied in
reduction of the Further Mortgage Debt at the time when the Bank
received such notice. All monies received recovered or released by the
Bank may in its discretion be credited to any suspense account and held in
such account for so long as the Bank may think fit pending application in or
towards satisfaction of the Further Mortgage Debt.
14. In these presents where the context so admits:-
(i) the expression "Legal Date of Redemption" means the date on
which the Chargors or the Borrower receives from the Bank a
written demand for payment;
(ii) the expression "the Prescribed Maximum Further Debt" means the
sum of Kenya Shillings Six Million (Kshs.6,000,000/-) or equivalent
in any other Currency.
(iii) words importing the singular number only include the plural number
and vice versa and where there are two or more persons included
in the expression “the Chargors” or “the Borrower” such expression
shall include either one of such persons severally or all or both of
them jointly and covenants and agreements expressed to be made
by the Chargors or the Borrower shall be deemed to be made by
such persons jointly and severally and shall be binding on all or
both and each of such person and any act default or omission by
the Chargors or the Borrower shall be deemed to mean an act
default or omission by any one or more of such persons and these
presents shall constitute a security for all such moneys and
liabilities as are referred to in Clause 1 hereof whether due or owing
or incurred by all or both or any one or any combination of such
person;
(vii) the expression "month" means calendar month;
(viii) the expression "covenant" means and includes "agree" and
"agreement"'
(viii) words importing the masculine gender only include the feminine
gender or (as the case may be) the neuter gender.

SCHEDULE HEREINBEFORE REFERRED TO

ALL THAT piece of land situate in Nairobi in the Republic of Kenya

containing by measurement Nought Decimal Nought Two Nought Nought
(0.0200) Hectares or thereabouts and more particularly known as TITLE
NUMBER: NAIROBI/ BLOCK 82/1889 which said piece of land is
 29

registered in the names of PETER CHARLES OCHIENG’ ASINGO and

JACINTA DOMINICA ALUOCH as Lessee for the unexpired leasehold
interest for a term of Ninety Nine (99) years from the 1st day of January the
year of our Lord One Thousand Nine Hundred and Seventy Seven
(1.1.1977) subject to the agreements and other matters contained in the
registered lease, to the entries in the register relating to the lease and to
such overriding interests set out in Section 30 of the Registered Land Act
as may for the time being subsist and affect the land comprised in the
lease and subject to the payment of the annual rent of KENYA SHILLINGS
THREE HUNDRED (Kshs. 300.00) only TOGETHER with the buildings,
developments and improvements which now are or may hereafter be
erected or be thereon.

And We PETER CHARLES OCHIENG’ ASIGO and JACINTA

DOMINICA ASINGO the above named Chargors hereby acknowledge
that we understand the effect of section 74 of the said Registration Land
Act and that the Bank’s rights under section 83 and 84 of the Registered
Land Act and the restrictions under section 70 of the Registered Land Act
be noted against the above mentioned Title.

……………………………………………….. …………………………………..
PETER CHARLES OCHIENG’ ASIGO JACINTA DOMINICA ASINGO
WITNESS WITNESS
 30

SIGNED by the CHARGORS )

in the presence of: )
)
)
) PETER CHARLES OCHIENG’ ASIGO
)
)
)
)
)
) JACINTA DOMINICA ASINGO

I CERTIFY that the above named PETER CHARLES OCHIENG’ ASIGO and
JACINTA DOMINICA ASINGO appeared before me on the day of
,2011 and being known to me /or being identified by
of acknowledged the above signatures to be
theirs and they have freely and voluntarily executed this instrument and
understood its contents.

SIGNED

SIGNATURE AND DESIGNATION OF PERSON CERTIFYING

SEALED with the Common Seal )

of the BORROWER in the )
presence of: )
)
)
DIRECTOR )
)
)
)
)
DIRECTOR/SECRETARY )
)
)
)
)
ADVOCATE )

I certify that ……………………………….……..a Director and …………………….

a Director/Secretary of the Chargor appeared before me on the …… day of
Two Thousand and and being known to me
acknowledged the above signatures to be theirs and that they had freely and
voluntarily executed this instrument and understood its contents.

SIGNED: ...............................................
SIGNATURE AND DESIGNATION OF PERSON CERTIFYING
 31

SEALED with the Common Seal )

of the BANK in the presence of: )
)
)
DIRECTOR )
)
)
)
)
DIRECTOR/SECRETARY )

I certify that a Director and . …

………………. a Director/Secretary of the Bank appeared before me on

the day of Two Thousand and being known to me/being

identified by ……………………………. acknowledged the above signatures to be

theirs and that they had freely and voluntarily executed this instrument and

understood its contents.

SIGNED: ...............................................
SIGNATURE AND DESIGNATION OF PERSON CERTIFYING

Registered this day of Two Thousand AND

ENTERED in the encumbrances Section of the Register as Entry Number............

……………………………………………….
LAND REGISTRAR

The form of this instrument has been approved by the Chief Land Registrar under

Section 108 of the Registered Land Act Vide his letter Reference Number

DRAWN BY

Ramesh Manek,
Maple Court
Westlands Close
Off Westlands Road
Opp.Zimbabwe Embassy
P.O. Box 14635-00800,
Nairobi RM/14937