Promissory Note Template Page 3
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28PLEASE NOTE THAT ITEMS HIGHLIGHTED IN YELLOW MAY BE VARIABLE BETWEEN
PROMISSORY NOTES, DEPENDING ON THE COMMERCIAL TERMS SET OUT
GUARANTEE
THIS DEED OF GUARANTEE is made on the Nth day of Month 2015.
From: [Insert Name] of [insert address], (NRIC No. S1234567A); and
[Insert Name] of [insert address], (NRIC No. S1234567A),
(each the “Guarantor”, collectively the “Guarantors”).
1.
IN CONSIDERATION OF the Lenders extending their Principals under this Note to the Borrower
plus other valuable consideration, the receipt and sufficiency of which is hereby acknowledged,
the Guarantors irrevocably, absolutely and unconditionally, jointly and severally:
(a) guarantee to each Lender and CM the punctual, full and complete performance by the
Borrower of any and all of its duties, obligations and indebtedness under this Note in
accordance with the terms of this Note and the following terms and conditions;
(b) undertake with each Lender and CM that whenever the Borrower does not pay any amount
whether absolute or contingent, and whether for principal, interest, fees, costs, expenses,
indemnification or otherwise owing by the Borrower under this Note, when due and payable
whether at the scheduled due dates, upon acceleration or otherwise under or in connection
with this Note but for the commencement of any bankruptcy insolvency, or similar
proceeding in respect of the Borrower, the Guarantors shall immediately upon written
demand by any or all of the Lenders and/or CM to the Guarantors pay that amount in
Singapore dollars as if it was the principal Borrower, provided that delay by the Lender
and/or CM in making a demand for payment shall in no event affect the Guarantors’
obligations under this Note. The rights, powers, remedies, and privileges provided in this
Note are cumulative and not exclusive of any rights, powers, remedies, and privileges
provided by any other Note or by law;
(c) agree to pay all costs, fees, and expenses (including, without limitation, reasonable fees of
legal counsels) incurred by the Lender and/or CM in enforcing this Guarantee. Each
payment made by the Guarantors under this Clause shall, except as required by law, be
made without withholding or deduction for or on account of any taxes. If any taxes are
required to be withheld or deducted from any such payment, the Guarantors shall pay such
additional amounts as may be necessary to ensure that the net amount actually received
by the Lender and/or CM after such withholding or deduction is equal to the amount the
Lender and/or CM would have received had no such withholding or deduction been
required;
(d) agree not to pledge, hypothecate, mortgage, sell or otherwise transfer all or substantially
all of the Guarantors’ assets without the prior written consent of any or all of the Lenders
and/or CM;
(e) agree to indemnify each Lender and CM immediately against any cost, loss or liability
suffered by the Lenders and CM if any obligation guaranteed by it (or anything which would
have been an obligation if not unenforceable, invalid or illegal) is or becomes unenforceable,
invalid or illegal. The amount of the cost, loss or liability shall be equal to the amount which
that the Lenders and CM would otherwise have been entitled to recover; and
(f) agree that the liability of each Guarantor is not dependent upon the existence or continued
existence of any other Guarantor’s obligations.
2.
This Guarantee is a continuing guarantee and will extend to the ultimate balance of sums
payable by either Obligor under this Note until the outstanding Aggregate Principal has been
repaid in full.
3.
The unconditional obligation of the Guarantor hereunder will not be affected, impaired or
released by any matter or thing whatsoever which would release a guarantor and will not be
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