Handling Of Documents For Presentation Under Export Documentary Credit (DC) - Terms And Conditions

Please take a moment to read through the Terms and Conditions.

1. The Documentary Credit which we have enclosed in this request for payment/acceptance/deferred payment/negotiation /your handling (hereinafter collectively referred to as "processing") together with Bills of Exchange, invoices, carriage documents or other documents representing or relating to the Goods, and all other documents enclosed with the request and the Goods represented thereby or to which the documents relate shall be pledged to you as continuing security for all sums in which we may from time to time be actually or contingently indebted or liable to you on any account. We agree to do such acts as may be necessary to perfect your security in the Goods. Without prejudice to your other rights herein, in the event that we are in default of payment of any amount due from us, you shall be entitled, without notice to ourselves, to sell the Goods or any part thereof by public auction or private contract (at your sole discretion) and apply the proceeds of sale in or towards payment of the capital and interest for which we are liable to you and if the proceeds are insufficient to settle an amount due to you, we shall pay the amount of the deficiency forthwith upon your demand. The pledge conferred herein shall be in addition to and shall not be in any way prejudiced or affected by any other security now or hereafter held by you nor shall such other security or any lien to which you may be otherwise entitled or the liability of any person or persons or parties hereto be in any way prejudiced or affected by the pledge.
2. We hereby undertake to provide you with funds:
   • To meet on demand all Bills of Exchange negotiated or indorsed by you at our request which may be dishonoured on presentation for acceptance or which may not be paid on sight or on the due date according to its tenor.
   • To reimburse you for all financing or payments made against documents of title or other documents which may not have been duly taken up on presentation to the confirming or issuing bank.
   • To meet re-exchange expenses and interest at the current prevailing rate for the respective currency as determined at your sole discretion from the date of the financing or payments to us till the date you receive reimbursement.
3. You are authorised at your absolute discretion:
   • To insure the Goods in respect of which you hold documents against all risks and to add the premiums and expenses of such insurance to the amount chargeable to us.
   • To exercise your right of recourse upon the Goods or any part thereof in priority to any other claims thereon and to sell such goods or part thereof as may be necessary for payment of freight, insurance, warehouse, dock and other charges, without prejudice to our duty to repay any outstanding amount due to you from such proceeds of sale.
   • To land and store the Goods at any wharf or warehouse selected by you and/or reship the same to any other port.
   • To accept full or proportionate payment before maturity from the drawees and/or acceptors of any bills, or the consignees of the Goods, against delivery of the Goods (or a proportionate part thereof) and/or documents.
   • To debit our account with all monies due from us hereunder and with the amount of unaccepted or unpaid Bills of Exchange or of advances against documents of title or other documents for which we are liable to you or any deficiency arising after realization of the Goods.
4. Without prejudice to the other provisions in this T&C, you may sell all or part of the Goods represented by the abovementioned documents or to which they relate in such manner (whether by public auction, private treaty or otherwise) as you think fit if any one of the following events occurs:-
   • on default of acceptance on presentation or of payment on due date or at sight of any Bill of Exchange (depending on its tenor) or on default of payment of any other sums due hereunder on due date.
   • on any drawee or acceptor of any Bill of Exchange or Consignee of the Goods suspending payment, becoming bankrupt or insolvent, being put under receivership or taking any steps for liquidation or arrangement with creditors.
   • on our failure to repay on demand any payment made by you or other indebtedness of ours to you (whether or not connected with or arising from this request) together with all interest, commissions and other charges in respect thereof.
   • if and whenever you consider it desirable having regard to the market value of the goods that the goods should be sold whether or not any contingent or other liability of ours to you shall have actually matured.
After deduction of any commission to which you are entitled and expenses incurred by the sale, you may apply the net proceeds in payment of such advances and/or Bills and/ or indebtedness or liability of ours to you, with interest, and re-exchange expenses. The balance, if any, is to be used at your option to discharge any other outstanding liability which we may have against you and subject thereto to be accounted for to us.
5. Should any claim arise under any insurance you are authorised to recover the full amount thereof, we agree to assign to you the policy or policies for that purpose and to take all necessary steps to effect such assignment. You may charge the same commission on the proceeds payable under such insurance as upon a sale of goods and apply the proceeds in the manner provided above and/or to satisfy all sums, indebtedness, interest, charges, commissions and other sums due to you in connection with the Documentary Credit.
6. It is agreed that your rights against us shall not be prejudiced owing to any such Bills not having been noted and/or protested in the event of dishonour by non-acceptance and/or non-payment.
7. If there occurs in relation to negotiation of or advance against the Documentary Credit an Extraordinary Event (as defined below), you shall have the sole discretion to receive payment under the Documentary Credit in any alternative currency at such exchange rate as you may determine in your discretion. Provided you undertake such action in good faith, any such action shall be binding on us who shall be liable for any additional loss, damages, costs, charges and/or expenses incurred by you. An "Extraordinary Event" shall mean any event which you believe to have a material adverse effect, including any form of exchange control restriction or requirement of whatsoever nature affecting the availability, convertibility, credit or transfers of currencies or funds, any form of debt or other moratorium on jurisdictions, individuals or entities, any devaluation, re-denomination or de-monetisation and/or any form of restriction or requirement which in your good faith opinion adversely alters or changes the rights or obligations which you undertook upon negotiation of the Documentary Credit.
8. It is understood and agreed that, having exercised due care in the selection of any correspondent to whom the abovementioned documents may be sent, you shall not be responsible for any act, omission (including any failure to endorse re-endorse bills of lading), default, suspension, insolvency or bankruptcy of any such correspondent or agent thereof, or for any delay in remittance loss in exchange or loss of any documents, item or their proceeds during transmission or in the course of collection, but for responsibility shall be only for your own acts.
9. We further agree to the following -
   • any financing is with recourse to us under all circumstances, notwithstanding that all the terms and conditions of the Documentary Credit may have not been complied with or that one or more of the documents called for in the Documentary Credit is not presented, that any one or more of the documents presented do not conform with the terms of the Documentary Credit (whether or not as identified or advised by you);
   • in the event of financing, to pay you for any shortfall in amount received by you;
   • to meet all charges incurred by you or your correspondent or agent;
   • not to hold you or your correspondent or agents liable in the event that the documents or some of the documents are lost, destroyed or delivered wrongly by the courier service company selected by you or wrongly delivered by the postal office;
   • that you are under no duty or responsibility to check the bill(s)/documents enclosed herein unless you agree to check or negotiate the said documents and we shall not hold you responsible nor is your right of recourse prejudiced in any way in the event that the documents are found by a court of law or tribunal to contain discrepancies or in the event that any discrepancies are not identified by you, your servants, employees or agent, whether or not as a result of a wilful or negligent act or omission.
10. Any handling of documents under this Documentary Credit (whether by way of negotiation or otherwise) should be subject to the Uniform Customs and Practice for Documentary Credits, ICC Publication No. 600 ("UCP 600") (or the Uniform Customs and Practice for Documentary Credits, ICC Publication No. 500 ("UCP 500") in the event that the Documentary Credit is governed by UCP 500, provided always that in the latter instance, you may handle such documents only on such additional terms as you consider appropriate and which you may separately advise).
11. We hereby irrevocably and unconditionally undertake and agree to indemnify you, your successors and assigns in full and at all times to keep you, your successors and assigns fully and completely indemnified from and against all liability, claims, demands, actions, proceedings, payments (including payments under the Documentary Credit), losses and expenses whatsoever including but not limited to legal costs as between solicitor and client which may be made or taken or incurred or suffered by you in connection with our request herein including but not limited to those liabilities relating to or arising from any and all discrepancies that may exist between the documents as called for in the terms of the Documentary Credit and the documents enclosed with this Request, regardless of whether or not such discrepancies are identified or advised by you.
12. In the event that you are requested by us to negotiate drafts and/or documents under the Export Documentary Credit, we may further request that the proceeds under the Documentary Credit be advanced to us at any time before or on the banking day on which reimbursement is due to you.
    In the event that such a request is made and acceded to, you shall be entitled to advance to us such proceeds on the banking day on which reimbursement is due to you and thereby assume the rights under the Documentary Credit as a negotiating bank and charge us negotiation commission and other fees as you deem appropriate.
13. In the event that we instruct you to check the documents and to pay us upon receipt of the DC proceeds from the issuing / confirming bank, you should only be required to check such documents based on your understanding and interpretation of UCP 500 or UCP 600 and international standard banking practice. You should not be liable to us whether in contract, trust or otherwise should the documents be rejected or payment refused by the issuing or confirming bank on the ground that the documents do not constitute a complying presentation, even if the discrepancies raised by the issuing or confirming banks are not similar to those raised by you or if you determine the documents to be a complying presentation.
14. Where, for any reason whatsoever, whether with or without legal basis, payment of the proceeds under the Documentary Credit or Bills of Exchange is not received by you from or not made by the Issuing or Confirming Bank as and when such payment is due or if the Issuing or Confirming Bank of the Documentary Credit seeks reimbursement of any payment made to you thereunder and / or reject documents or drafts presented thereunder or if one or more of the documents presented under the Documentary Credit is forged or contains any misrepresentation or false factual information known to us, any amount paid by you to us pursuant to such negotiation shall become immediately repayable to you by us and you shall have full recourse against us in respect of such payment as has been made to us earlier. Without prejudice to the foregoing, you are entitled to reverse / debit any payment by the Issuing or Confirming Bank to any account we maintain with you, in satisfaction of any outstanding sums owed to you.
15. Without prejudice to the generality of the other terms and conditions herein, where financing is provided to us against the Documentary Credit and documents presented thereunder and/or Bills of Exchange, pursuant to this Request, we shall and do hereby assign unconditionally and irrevocably to you all rights, interests, benefits, entitlements, debts, suits and choses in action as are due under the Documentary Credit and/or Bill of Exchange and we irrevocably authorise you to give notice of such assignment to the Issuing Bank.
16. We agree that you may commence any legal action or proceedings in our name if necessary and that we would provide you our full and diligent co-operation, including the execution of any documents, affidavits and powers of attorney, in any action or proceedings commenced (whether in our name or not) to enforce or obtain payment from the issuing or confirming bank whether pursuant to this assignment or otherwise.
17. For avoidance of doubt and subject to the proviso appearing below, it is the intention of the parties that any terms, interests, rights, benefits, defences, exemptions or limitations in this T&C shall not be enforceable by a third party (save and except for a third party as defined below) pursuant to the Contracts (Rights of Third Parties) Act of Singapore ("the Act"), provided always that nothing herein operates to prevent or limit your right to assign, novate, otherwise confer any benefit or interest in favour of any other party, apart from the Act. The terms, interests, rights and benefits referred to above shall include but are not confined to any banking facilities, advances, loans, financing or any other form of financial accommodation that you provide or may provide under this T&C.
    Provided always that it shall be the intention of the parties that all defences and limitations in this T&C shall be enforceable by all of your subsidiaries (whether wholly or partly owned), parents, branches, any other bank within DBS Group Holdings Ltd, whether carrying on business in Singapore or not, successors in title or assigns of the Bank, entities into or with which the Bank may merge or consolidate, any entities formed as a result of acquisition, by or of the Bank as well as your employees, sub-contractors and agents, all of whom or which shall be deemed as third parties for the purposes of the Contracts (Rights of Third Parties) Act of Singapore. For the purposes of this Act, consent of any of these third parties is not required for any variation, rescission or termination of this T&C.
18. We authorise you to debit any or all of our accounts with you by way of payment in advance of all costs, charges, commission, expenses and liabilities which you, your agents or your correspondents have incurred or may incur in relation to or in respect of the Documentary Credit. The aforesaid advance payment is an absolute and unconditional payment and you shall not be obliged, under any circumstances whatsoever, to refund the same to us. You shall be at liberty to utilize or otherwise deal with the advance payment in any manner as you deem fit and we confirm that we have no further title, interests, rights or benefits to the monies comprising the advance payment. The abovementioned advance payment shall not discharge or otherwise affect any other claims for reimbursement, repayment, indemnity, interest, expenses and/or costs that you have or will have against us.
19. In the event of any inconsistency between the terms & conditions herein and the provisions of UCP 500 or UCP 600, the latter shall be deemed to be expressly excluded to the extent of such inconsistency.
20. This T&C shall be governed by and construed in accordance with the laws of the Republic of Singapore . In the event of any proceedings or suits commenced against us arising out of or in connection with this Credit, we agree to submit to the non-exclusive jurisdiction of the Courts in Hong Kong and Singapore , at your option, in respect of any disputes arising out of or in connection with the Documentary Credit. Without prejudice to the foregoing, we undertake not to commence proceedings or suits against you in the courts of any other jurisdiction. In the event of any proceedings or suits commenced by us against you, we agree that Singapore Courts shall have exclusive jurisdiction in respect of any disputes arising out of or in connection with the Documentary Credit. We agree to waive and do so waive any right vested on us by the laws of the jurisdiction in which we carry on business to challenge the validity or legality of any part of this provision.