THE REPUBLIC OF UGANDA

-------------------------

AS BORROWER

IN FAVOUR OF

---------------------------
AS LENDER

________________________________________________________________________
LEGAL MORTGAGE
_____________________________________________________________________________________

Drawn By:
 THE REPUBLIC OF UGANDA

THE MORTGAGE ACT, 2009

AND

THE REGISTRATION OF TITLES ACT (CAP. 230)

LEGAL MORTGAGE
THE PROPERTY HEREBY CHARGED

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(desription of property)

THIS MORTGAGE is made this ___________day of ____________________, 201-

BETWEEN:

_______________________ (hereinafter referred to as the “Borrower” which expression shall, where the context so
admits, include the Borrower’s personal representatives / successors and assignees).
AND

______________________________________---, a Financial Institution licensed to carry on financial institution

business under the Financial Institutions Act, 2004 with its registered office situated at --------------(hereinafter referred
to as the “Lender” which expression shall where the context so admits include and benefit its successors and
assignees.)

Collectively referred to herein as the “Parties” or, individually, as “the Party”.

WHEREAS:

(a) The Lender has agreed pursuant to the Facility Agreement to provide the Borrower with a facility of UGX
____________________________________________ on a secured basis and the Borrower enters into this
Mortgage in connection therewith and for the reasons thereof.
It is a condition precedent for the disbursement of the Facility that the Borrower shall have executed this Mortgage
and the same shall have been duly registered.
It is intended that this document takes effect as a deed notwithstanding the fact that the Borrower may only execute
this document under hand.

IT IS AGREED as follows:

Interpretation and Definitions

1. The terms defined and construed in the Facility Agreement shall, unless otherwise defined herein, bear the
same meaning and construction when used in this Mortgage.
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 “Costs” means all costs, charges, expenses and liabilities of any kind including, without limitations, costs and
damages in connection with litigation, professional fees, disbursements and any value added tax charged on Costs.

“Event of Default” means any event or circumstance specified in the Facility Agreement as such, a breach of any of
the terms of the Facility Agreement or of this Mortgage by the Borrower or the security constituted by any of the
security documents becoming enforceable.

“Facility Agreement” means the facility agreement between the Lender and the Borrower.

“Mortgage Act, 2009” means the Mortgage Act, No. 8 of 2009, Laws of Uganda.

“Mortgaged Property” means all the land and property described above.

“Receiver” means a receiver and/or manager of any or all of the Mortgaged Property appointed by, on behalf of or on
the application of, the Lender.

“Secured Obligations” means the Facility amount and interest thereon at all times prior to repayment in full by the
Borrower and all present and future moneys, obligations, liabilities and costs owed by the Borrower to the Lender,
whether actual or contingent under or in connection with the Facility Agreement together with all interest (including
without limitation default interest) accruing in respect of such moneys or liabilities.

MORTGAGE

The Borrower, as the registered proprietor of the Mortgaged Property, hereby mortgages to the Lender as mortgagee
all the Borrower’s rights, estate and interests, present and future, in the Mortgaged Property as a continuing security
for the payment and discharge, unconditionally and in full, by the Borrower of the Secured Obligations and any other
obligations whatsoever that may arise or become due and owing from the Borrower to the Lender.
The security created by this Mortgage shall rank as a first fixed charge on the Mortgaged Property so that the
Borrower shall not be at liberty to create or permit to subsist any other security interest over all or any part of the
Mortgaged Property to rank either in priority or pari passu with the charge hereby created or subsequent to the
charge created, and the Borrower shall have no power without the prior consent in writing of the Lender to part with
possession of, dispose of, alienate, transfer, lease, sub-lease, pull down, effect any alteration to or change the use
of, the Mortgaged Property or any part thereof.

COVENANTS
The Borrower hereby covenants with the Lender that during the continuance of this security, it shall:

(a) On demand by the Lender pay to the Lender and discharge the Secured Obligations;

Observe and perform each and all of the provisions and conditions on its part to be observed and performed
pursuant to the Facility Agreement and all the security documents as if the same were fully set out herein;

Insure the Mortgaged Property against fire in the name of the lender and not to do or suffer to be done anything
whereby any insurance of the Mortgaged Property may become void or voided or whereby the rate of premium of any
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such insurance may be increased.

Not apply for nor obtain any advance or facility from any entity or person whatsoever without the prior written consent
of the Lender;

SECURED OBLIGATIONS FALLING DUE IN FULL ON DEFAULT

The Secured Obligations shall immediately become payable and fall due to be discharged if an Event of Default
occurs whereupon the security hereby created shall become immediately and forthwith enforceable and realizable
and the Lender shall thereafter be entitled to exercise the remedies, rights, powers and authorities conferred on the
Lender or receiver by this Mortgage, the Facility Agreement, the Mortgage Act, 2009 and any other Law.

SALE BY PRIVATE TREATY

It is expressly agreed by the Borrower that after the security hereby constituted has become enforceable, the Lender
shall be at liberty to sell and dispose of the Mortgaged Property by private treaty. The Borrower hereby expressly
consents to such sale and disposal by private treaty.

ASSIGNMENT

Assignment by Lender

At any time, without the consent of the Borrower, the Lender may assign or transfer the whole or any part of the
Lender’s rights under this Mortgage to any person.

Assignment by Borrower

The Borrower shall not without the prior written consent of the Lender assign any of its rights, or transfer any of its
obligations, under this Mortgage or enter into any transaction which would result in any of the Borrower’s rights or
obligations passing to another person.

EFFECTIVENESS OF SECURITY

Continuing Security
The security hereby constituted shall be a continuing security and shall remain in force notwithstanding the death,
bankruptcy, liquidation or incapacity of the Borrower or any settlement of account or other matter whatsoever and is
in addition to but shall not merge with or otherwise prejudice any contractual or other right or remedy or any
guarantee, lien, pledge, bill, note, mortgage or other security now or hereafter held by or available to, the Lender.

GOVERNING LAW

This Mortgage shall be governed by, and construed in accordance with, the Laws of Uganda and the remedies,
rights, powers and authorities conferred on the Lender and/or any receiver by the Mortgage Act, 2009 are hereby
expressly incorporated in this Mortgage.

Spousal consent

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I ________________________________________ being the spouse of the mortgagor herein confirm that upon
obtaining independent advice I hereby consent to the pledging of the land registered in the names of my spouse
__________________comprised ______________________________________________________(description of
property (block and plot/volume folio and plot) to secure a facility of ------------------------ from -------------------------
Limited.

Signature:_____________________________

IN WITNESS WHEREOF, the parties hereto have caused this Mortgage to be executed as a deed on the date first
above written.

Signed by the Borrower

Name:

Signature…………………………………

In the presence of:

Name: ......................................................... Signature…………………………………
Occupation................................................ Address: …….....................................

Signed /sealed or stamped on behalf of

Name: ....................................................
Signature: …………………………………
Title: .........................................................

In the Presence of:

Name: .................................................... Signature……………………………….

Occupation.............................................. Address: ..............................................