Promissory Note Template Page 11
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28PLEASE NOTE THAT ITEMS HIGHLIGHTED IN YELLOW MAY BE VARIABLE BETWEEN
PROMISSORY NOTES, DEPENDING ON THE COMMERCIAL TERMS SET OUT
9.
LATE PAYMENT CHARGE
9.1
A late payment fee of 1% on the Aggregate Principal shall be charged and payable by the
Borrower, for CM’s account, at every occurrence where Instalment is not paid on its Repayment
Date as set out in the Promissory Note (“Late Payment Fee”).
9.2
In addition, a late payment interest of 0.1% per day on the outstanding Principal shall be
charged and made payable to CM (“Late Payment Interest”), for the Lenders’ account, such
Late Payment Interest to be distributed to each Lender by CM in proportion to its contribution
to the Aggregate Principal.
9.3
All Late Payment Interests under this Clause 9 will start to accrue on the next calendar day after
the Instalment repayment is due but not paid until the day such Instalment repayment is paid
(not inclusive).
9.4
CM may, at its absolute discretion, waive a Late Payment Fee or a Late Payment Interest.
10.
COVENANTS AND RESTRICTIONS
10.1
The Obligor undertakes that until all payments, charges and fees under this Note have been
paid in full, the Borrower shall abide by and comply with the covenants and restrictions as set
out in Schedule 4, unless otherwise determined by CM.
11.
DEFAULT
11.1
If at any time and for any reason (whether within or beyond the control of the Borrower or the
Lenders to this Note) any Event of Default has occurred, then on and at any time thereafter,
whether or not any Event of Default is continuing, CM may, by serving a repayment notice on
the Borrower declare that all or part of the outstanding Aggregate Principal, interest accrued
and any other
amounts, fees and charges accrued or payable under the Note, to be
immediately due and payable, in one (1) lump sum, whereupon they shall become immediately
due and payable. For the purpose of this Note, the following events or circumstances are Events
of Default:
(a) the Obligor fails to pay any amounts owing under this Note (whether Principal, Interest,
Late Payment Interests, Late Payment Fees, fee or charges) in the currency in which it is
expressed to be payable as they fall due or on demand unless:
(i)
its failure to pay is caused by administrative or technical error; and
(ii)
payment is made within three (3) Business Days of its due date;
(b) an Obligor does not comply with any provision of the Notes other than those referred to in
Clause 11.1(a);
(c) any representation or statement made or deemed to be made by an Obligor in the Note or
any other document delivered by or on behalf of any Obligor under or in connection with
this Note or any document supplementing this Note is or proves to have been incorrect or
misleading in any material respect when made or deemed to be made;
(d) the Obligor stops, or threatens to stop payment of its debt or is otherwise unable, is
presumed or deemed to be unable, or admits inability to pay its debts as they fall due
whether by reason of actual or anticipated financial difficulties or without any cause or the
Borrower ceases or threatens to cease to carry on its businesses or commences
negotiations with one or more of its major creditors with a view to rescheduling any of its
indebtedness or a distress or execution or other legal process is levied or enforced upon or
sued out by any creditors of the Borrower against any part of the property or assets of the
Borrower and such distress, execution or legal process is not terminated, discharged or
contested by the Borrower within fourteen (14) Business Days;
Page 11 of 28
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