MIRA INFORM REPORT

 

 

 

Report Date :

11.08.2008

 

IDENTIFICATION DETAILS

 

Name :

SYNERGY RENEWABLE ENERGY PRIVATE LIMITED

 

 

Formerly Known As :

SYNERGY INFOWAY PRIVATE LIMITED

 

 

Registered Office :

Trishul Building, 35 Rowland Road, Kolkata – 700 020, West Bengal

 

 

Country :

India

 

 

Financials (as on) :

31.03.2007

 

 

Date of Incorporation :

29.09.1999

 

 

Com. Reg. No.:

21.90366

 

 

CIN No.:

[Company Identification No.]

U72200WB1999PTC090366

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

Cals13468a

 

 

Legal Form :

Private Limited Liability Company

 

 

Line of Business :

Manufacturer of Solar Water Heater System

 

RATING & COMMENTS

 

MIRA’s Rating :

Ba

 

RATING

STATUS

PROPOSED CREDIT LINE

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

Satisfactory

 

Maximum Credit Limit :

USD 200000

 

 

Status :

Satisfactory

 

 

Payment Behaviour :

Usually Correct

 

 

Litigation :

Clear

 

 

Comments :

Subject is a well – established company having satisfactory track. Trade relations are fair. Payments are correct and as per commitments.

 

General financial position is satisfactory.

 

The company can be considered normal for business dealings at usual trade terms and conditions. 

 

LOCATIONS

 

Registered Office /

Factory:

Trishul Building, 35 Rowland Road, Kolkata – 700 020, West Bengal, India

Tel. No.:

91-33-24745146 / 24851362 / 32502422 / 24545144

Fax No.:

91-33-24851362 / 24745146

E-Mail :

kolkataoffice@group-synergy.net

cecil@group-synergy.net

office@group-synergy.net

corporate@group-synergy.net

srepl@reach2net.com

Website :

www.group-synergy.net

 

DIRECTORS

 

Name :

Mr. Cecil Antony

Designation :

Director

Address :

C -3/4, CMDA Housing Complex, 93 A, Prince Golam MD. Shah Raod, Jadavpur, Kolkata – 700 095, West Bengal, India

Date of Birth/Age :

25.05.1967

Date of Appointment :

29.09.1999

E-Mail:

cecil@group-synergy.net

 

 

Name :

Mr. Francis Antony

Designation :

Director

Address :

32 Sukanto Path, City Center, Durgapur – 4713 216, West Bengal, India

Date of Birth/Age :

28.08.1969

Date of Appointment :

16.07.2005

E-Mail:

francis@group-synergy.net

 

 

Name :

Mr. Amitabh Kumar Gupta

Designation :

Director

Address :

24 Sukanta Path City Center, Durgapur – 713 216, West Bengal, India

Date of Birth/Age :

19.12.1966

Date of Appointment :

16.07.2005

E-Mail:

anitabh@group-synergy.net

 

 

Name :

Mr. Prashant Kumar

Designation :

Director

Address :

4/25, Jatin Nath Das path, Sail Co-operative Housing Complex, City Center, Durgapur -713 216, West Bengal, India

Date of Birth/Age :

07.04.1967

Date of Appointment :

16.07.2005

E-Mail:

prashant@group-synergy.net

 

 

Name :

Mr. Birendra Kumar

Designation :

Director

Address :

32 Sukanta Path, City Center, Durgapur – 4713 216, West Bengal, India

Date of Birth/Age :

05.08.1963

Date of Appointment :

28.02.2002

 

 

KEY EXECUTIVES

 

Name :

M/s BKG and Company

Designation :

Company Secretary

Address :

11 A, Esplanade East, 1st Floor, Kolkata – 700 020, West Bengal, India

Tel No.:

91-33-22108760

Mobile No.:

91-9830145662

E-Mail:

binodcs@rediffmail.com

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

Names of Shareholders (As on 31.03.2005)

 

No. of Shares

Mr. Cecil Antony

 

5800

Mr. Birendra Kumar

 

3000

Mrs. Anindita Das

 

1000

Mrs. Anirudha Singh

 

1000

Mr. Krishnashis Sarkar

 

1000

Mr. Rajveer Salujasingh

 

1250

Mr. Samar Kr Bose

 

3000

Mrs. Leena Gupta

 

750

Mr. Prabhakar Rao

 

750

Mr. Rajendra Prasad

 

1000

Mr. Jayant Kumar Parkhi

 

7000

Mrs. Mary Cecil

 

1000

Ms. Kiran Kumari

 

1500

Mr. Prashant Kumar

 

500

Mrs. Ritu Francis

 

2000

Synergy Educare Private Limited

 

1000

Synergy Hi-Techser 

 

8500

Synergy Informatic Services Private Limited

 

3000

Synergy Technical Services Private Limited

 

3700

Other

 

2750

 

Total

49500

 

Name of Allottee (As on 31.03.2007)

 

No. of Shares

Multicoat Vinimay Private Limited

 

600

Swarana Marketing Private Limited

 

1000

Credence Tradelinks Private Limited

 

1500

Jupiter Goods Private Limited

 

1000

Delta Goods Private Limited

 

1000

Shruti Barter Private Limited

 

1000

Carmine Marketing Private Limited

 

3000

Srijal Marketing Private Limited

 

1500

ARP Securities Limited

 

1500

Synergy Technical Services Private Limited

 

2500

Total

 

14600


Equity Share Breakup (Percentage of Total Equity) :- [As on 31.03.2007]

Category

Percentage

Bodies Corporate

50.62

Directors or relative of directors

35.41

Other top fifty (50) shareholders

13.97

Total

100.00

 

BUSINESS DETAILS

 

Line of Business :

Manufacturer of Solar Water Heater System

 

GENERAL INFORMATION

 

No. of Employees :

25

 

 

Bankers :

·         United Bank of India, Gariahat Branch, 26/26/7, Hindustan Park, Kolkata – 700 029, West Bengal, India 

 

·         Syndicate Bank, Sunny Park Branch, Kolkata – 700 029, West Bengal, India 

 

 

Banking Relations :

Satisfactory 

 

 

Auditors :

 

Name :

S Baran And Company

Chartered Accountants 

Address :

80 A, Chetla Road, Kolkata – 700 027, West Bengal, India

 

 

Associates/Subsidiaries :

Nil

 

 

CAPITAL STRUCTURE

 

(As on 31.03.2007):

 

Authorised Capital :

No. of Shares

Type

Value

Amount

250000

Equity Shares

Rs. 100/- each

Rs. 25.000 millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

69050

Equity Shares

Rs. 100/- each

Rs. 6.905 millions

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2007

31.03.2006

31.03.2005

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

6.905

5.445

4.950

2] Share Application Money

0.000

0.000

0.000

3] Reserves & Surplus

17.595

4.455

0.000

4] (Accumulated Losses)

[2.738]

[0.474]

[0.480]

NETWORTH

21.762

9.426

4.470

LOAN FUNDS

 

 

 

1] Secured Loans

82.313

42.273

0.000

2] Unsecured Loans

0.000

0.000

0.000

TOTAL BORROWING

82.313

42.273

0.000

DEFERRED TAX LIABILITIES

0.000

0.000

0.000

 

 

 

 

TOTAL

104.075

51.699

4.470

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

81.232

40.669

2.332

Capital work-in-progress

0.000

8.597

0.000

 

 

 

 

INVESTMENT

0.000

0.000

0.000

DEFERREX TAX ASSETS

0.000

0.000

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

30.402

5.232

0.413

 

Sundry Debtors

3.505

4.669

0.044

 

Cash & Bank Balances

8.074

3.560

0.417

 

Other Current Assets

0.000

0.000

0.000

 

Loans & Advances

2.500

1.540

1.257

Total Current Assets

44.481

15.001

2.131

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Current Liabilities

21.850

13.588

1.058

 

Provisions

0.017

0.047

0.002

Total Current Liabilities

21.867

13.635

1.060

Net Current Assets

22.614

1.366

1.071

 

 

 

 

MISCELLANEOUS EXPENSES

0.229

1.067

1.067

 

 

 

 

TOTAL

104.075

51.699

4.470

 

PROFIT & LOSS ACCOUNT

 

PARTICULARS

 

 

31.03.2007

31.03.2006

Sales Turnover

 

30.529

6.485

Other Income

 

0.000

0.000

Total Income

 

30.529

6.485

 

 

 

 

Profit/(Loss) Before Tax

 

0.246

0.050

Provision for Taxation

 

0.137

0.044

Profit/(Loss) After Tax

 

0.109

0.006

 

 

 

 

Total Expenditure

 

30.283

6.435

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2007

31.03.2006

31.03.2005

PAT / Total Income

(%)

0.35

0.10

NA

 

 

 

 

 

Net Profit Margin

(PBT/Sales)

(%)

0.81

0.77

NA

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

0.20

0.08

NA

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.01

0.01

NA

 

 

 

 

 

Debt Equity Ratio

(Total Liability/Networth)

 

4.79

5.93

0.24

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

2.03

1.10

2.01

 

 

LOCAL AGENCY FURTHER INFORMATION

 

FORM 8:-

 

Name of the company

SYNERGY RENEWABLE ENERGY PRIVATE LIMITED

Presented By

Syndicate Bank

1) Date and description of instrument creating the change

  1. Composite hypothecation agreement dated 02.06.2005
  2. Composite hypothecation agreement dated 02.06.2005
  3. No instrument was execute on 02.06.2205 the overall limit: Company created an equitable mortgage by deposit  to tile deeds with the bank.

2) Amount secured by the charge/amount owing on the securities of charge

  1. Rs. 26.800 millions
  2. Rs. 26.400 millions
  3. Rs. 53.200 millions

3) Short particular of the property charged. If the property acquired is subject to charge, date of the acquired of the property should be given

First charge on all the goods, stock, raw material, finished goods and unfinished goods, movable property  of any kind plant and machinery, fixtures, implements, fittings  and other installation, furniture, vehicles, computer and all other articles and thing more particularly described  in schedule – III A and B both present and future or which  may at any time  hereafter  be brought  into stores or be in \or about  the borrower factory  at durgapur  dist. Burdwan or wherever  else  the same may be held and all the borrower  present and future  other debts, outstanding monies, receivables, claims, bills, contract, securities, investment and goodwill.

 

Leasehold  land admeasuring about 4.00 A Creps more or less in C .S Dag No/  222 (P), Khaitan No. 1, J L 47, Touz No. 13 of Mouz a Kamalpur , parganas – shegarh, P S Durgapur  -16, District,  Burdwan  detailed in  Indenture of lease No. 709 of 2005 between governor  of date  of West Bengal and the company.

4) Gist of the terms and conditions and extent and operation of the charge.

The said goods, plant machinery and all sales realization and insurance proceeds shall be held as banks exclusive property and the borrower shall not create any charge or lien affecting them or any part thereof .

 

The title deeds shall be held as security until the clearance of the financial facilities now granted or to be  granted hereafter  and will be in addition  to other securities  that may be offered  or given from time to time.

 

The security is not  to be considered exhausted  merely  by reason  of the account  being  brought credit at any timer.

 

Bank is entitled  to take possession seize,  appoint  receivers  and or sell  the securities  without  intervention of court  and apply the net proceeds  towards liquidation  of dues to the bank.

 

Interest @ 12.00 % p.a or such other rate as may be charge by the bank from time to time. Facility granted : OSL : Rs. 26.800 millions  SODH : Rs. 26.400 millions BG : Rs. 5.000 millions (Sublimit of SODH)

5) Name and Address and description of the person entitled to the charge.

Syndicate Bank, Sunny Park Branch, Kolkata

 

Corporate identity number of the company

U7220WB1999PTC090366

Name of the company

SYNERGY RENEWABLE ENERGY PRIVATE LIMITED

Address of the registered office or of the principal place of  business in India of the company

Trishul Building, 35 Rowland Road, Kolkata – 700 020, West Bengal, India

This form is for

Modification of charge

Type of charge

·         Immovable Property

·         Book Debts

·         Movable Property

·         Floating Charge

Particular of charge holder

United Bank of India

 

Address :

Gariahat Branch, 26/26/7, Hindustan Park, Kolkata – 700 029, West Bengal, India

 

E-Mail:

bmgrh@unitedbank.co.in

Nature of instrument creating charge

Equitable mortgage by deposit of title deeds (no instrument was executed)

Date of instrument Creating the charge

22.01.2007

Amount secured by the charge

Rs. 59.800 millions

Brief of the principal terms an conditions and extent and operation of the charge

Rate of Interest :

Interest @ 6% above rBI Rate subject to min of 14% p.a with monthly rests or at such other rate as may be communicated to the borrower by the bank from time to time.

 

Terms of Repayment :

Cash credit : Repayable on demand

 

Term Loan 15 equal quarterly installments of Rs. 2.547 millions starting from 1st day of July, interest is to serviced monthly as and when due.

 

Margin :

As per bank guidelines

 

Extent and Operation of the charge :

 

The assets of the company shall stand hypothecated in favour of the united bank of India by way of first charge ranking pari-passu with syndicated bank, sunny park branch, Kolkata – 700 019, West Bengal, India

 

Others :

The hypothecation assets and all dales realization and insurance proceeds thereof and all the book debts and realization thereof  and all the documents under this security shall be held as the bank exclusive property specifically appropriated to this security and the company  will not create any mortgage charge lien or encumbrance  affecting the same.

 

The hypothecation goods and all plant and machinery  etc shall be kept in good condition and fully insured against loss or damage under bank clause.

 Short Particulars of the property charged

Hypothecation of entire stocks of raw materials WIP, finished goods, stores and spares etc and other movables including all plant and machinery  which now or hereafter during the continuance of this security stored or to be stored  at the company premises / Godown / factories situated at Kamalpur, Durgapur, West Bengal or wherever the same may be and also present and future book debts, receivable, claims, and other current assets of the company.

Particulars of the present modification

The existing overall credit facilities of Rs. 59.800 millions has been additionally secured by equitable mortgage of land admeasuring 8 Acres more or less C S Plot No. 222 (P), Khaitan No. 1 J L No. 47, situated at Pargana  Shergarh, p S Durgapur, S R O City centre Durgapur, District Burdwan  in the state of West Bengal together with all buildings , structures, shed etc thereon all other terms and conditions remain unaltered. 

 

 

WEBSITE DETAILS: -

 

Synergy', as the name suggests is an attempt to bring together various aspects that would collectively contribute in bringing prosperity to the society and taking the country forward. The Synergy Group has been relentlessly working towards this goal since 1991. It has presence in the fields of Education and Consultancy, Agriculture, Marine Services and Renewable Energy. With manpower spanning over 250 employees, the organization reaches into Durgapur, Asansol,Kulti, Chittaranjan, Adra, Memari, Rampurhat, Suri, Triveni, Katwa and Kolkata

 

Mission

Generating employment. Bringing alternate sources of energy for usage as against the conventional sources. Making this world greener and cleaner. Providing quality education and services of very high standards. Providing consultancy services. In a nutshell Synergy works improving the economy of the country.

 

Synergy group is run by people with extensive experience, market understanding and assessment ability. It is their hard work and joint pool of experience that contributes to the success of the group.

 

Renewable Energy

This wing of the Synergy group works towards producing renewable energy that would check the usage of conventional sources of energy and help in making the environment greener and cleaner. It operates predominantly in the areas of Solar Photovoltaic Module (SPV), Solar Water Heating Systems and Bio Mass Plants.

 

Solar

Conventional energy resources are depleting faster than mankind had envisioned. With increasing population and faster life, the demands on these conventional sources of energy have increased manifold. The increased demands have consequently led to environmental pollution, global warming and depletion of the earth's protective ozone layer. And unless they react to this condition at the earliest and switch over to alternate sources of energy, their future generation is sure to suffer.

 

Recognizing the gravity of the situation Synergy group has sought to address this by entering the field of renewable energy.

 

Synergy Group is a young, fast diversifying organization with interests in Marine Services, Education, Agro Business and now renewable energy.

 

Solar Customers Benefits

Cut down on the electricity bills. A 100 lpd system is capable of saving about Rs 600/- per month considering electricity cost at Rs 3.50 per unit (Source: WBREDA). This means over a period of time the investment in Solar Water Heating System will get reimbursed.

 

Availability of pre-heated water at the turn of the tap is of immense help when it comes to cooking purposes. The pre heated water reduces cooking time and saves on precious LPG gas. Understanding that the average water requirement in every household in 8-10 liters per day, the saving on every LPG cylinder is Rs 50-70 per month.

When pre heated water is used for washing clothes it reduces the surface tension of the clothes, which makes detergent/soap permeability easier. This reduces the amount of soap required thereby saving money on the same.

 

Synergy water Heating System does not require any maintenance apart from cleaning of the collectors. For this Synergy will carry out free clean up service for 2 years from the date of purchase.

With its extensive experience, Synergy has eliminated all possible problems experienced in the design and operation of the product thus resulting in a near perfect product.

 

The long warranty period gives full confidence to the customer about the product quality.

 

Synergy water heating systems are provided with very sturdy tank and collector legs to withstand the wind load and atmospheric corrosion. This ensures the product has a long life.

The easy design of synergy water heating system makes installation easy, even by the customer.

 

The material used for the product ensures longer life for the product.

 

The inner SS tank is directly supported by the tank stand, which prevents sagging of the insulation layer. This ensures minimum overnight drop in temperature.

 

SYNERGY BIOTECHNOLOGIES LIMITED.

 

Empowered by Nature

 

Synergy Biotechnologies Limited. Bio Flora Park a division of Synergy Group engaged in Plant Tissue Culture , Nurseries and allied Hi-tech horticulture related projects. Synergy Biotechnologies Limited, is located at Borgoria village near Durgapur, West Bengal on 30 acres of land with world class facilities of Plant Tissue Culture lab, Nurseries, Poly houses and net houses for tissue culture Banana and Ornamental plants production for Export and Domestic market. TISSUE CULTURE BANANA Synergy Biotechnologies Limited. produces high yielding tissue culture banana variety G-9 for domestic market from virus indexed cultures. They would be supplying tissue culture in net pot and poly bag stage. Tissue culture banana has its vigor manifest in better growth and performance in the field. The crop is likely to bloom uniform and mature earlier than the sucker raised crop.

 

 


CMT REPORT (Corruption, Money Laundering & Terrorism]

 

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

 

1]         INFORMATION ON DESIGNATED PARTY

No records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

 

2]         Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

 

3]         Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                  None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

6]         Records on Int’l Anti-Money Laundering Laws/Standards :

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

 

8]         Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

 

9]         Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

 

10]        Press Report :

            No press reports / filings exists on the subject.

 

CORPORATE GOVERNANCE

 

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

 

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

 

 

CONTRAVENTION

 

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs. 42.20

UK Pound

1

Rs. 81.48

Euro

1

Rs. 64.27

 

 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

5

PAID-UP CAPITAL

1~10

5

OPERATING SCALE

1~10

5

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

5

--PROFITABILIRY

1~10

5

--LIQUIDITY

1~10

5

--LEVERAGE

1~10

5

--RESERVES

1~10

5

--CREDIT LINES

1~10

5

--MARGINS

-5~5

---

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

NO

--AFFILIATION

YES/NO

NO

--LISTED

YES/NO

NO

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

45

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

 

Financial condition (40%)            Ownership background (20%)                 Payment record (10%)

Credit history (10%)                    Market trend (10%)                                Operational size (10%)

 


 

RATING EXPLANATIONS

 

RATING

STATUS

 

 

PROPOSED CREDIT LINE

>86

Aaa

Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums

 

Unlimited

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

 

Large

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

 

Fairly Large

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

 

Satisfactory

26-40

B

Unfavourable & favourable factors carry similar weight in credit consideration. Capability to overcome financial difficulties seems comparatively below average.

 

Small

11-25

Ca

Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity

 

Limited with full security

<10

C

Absolute credit risk exists. Caution needed to be exercised

 

 

Credit not recommended

NR

In view of the lack of information, we have no basis upon which to recommend credit dealings

No Rating

 

 

 

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions