Letter of Guarantee
Made at Head Office
23 June 1998
I, Mr. Xxxxxxxx Xxxxxxxxxxx, aged 57, Thai race, Thai nationality, residing at
000-000-000 Xxxxx 0 Xxxx, Xxxxxxxxxxx Xxx-xxxxxxxx, Xxxx Xxxxxx Xxxxxxxx,
Xxxxxxx Xxxxxxxxxx
I, Mr. Xxxxxx Xxxxxxxxxxxx, aged 40, Thai race, Thai nationality, residing at 00
Xxxxxxxxx 00, Xxxx Xxxx Xxx-xxxxxxxx, Xxxx Xxxxxxx Xxxxxxxx, Xxxxxxx Xxxxxxxxxx
hereinafter called the "Guarantor" hereby made this Letter of Guarantee with
Siam City Bank Public Company Limited, hereinafter called the "Bank" as evidence
that
1. Whereas the Bank has allowed King Power Duty Free Co., Ltd., hereinafter
called the "Debtor", to borrow money or draw overdraft or create various
debts such as opening letter of credit, making trust receipt, requesting
for issuance of all kinds of letter of guarantee, aval of promissory note,
sale of discounted promissory note or transferable or non-transferable
instrument, BIBF loan, or any other financial instrument or commercial
instrument or extension of credit facilities to the Debtor in any form or
the Debtor is liable to reimbursement of money to the Bank for a total
amount of Baht 98,000,000.00 (Ninty-eight Million Baht), the Guarantor
agree to guarantee payment of the said debt, be it credit facilities or
liability existing at present or to be existed in the future, including the
outstanding interest, compensation as well as accessories thereof which
shall include transfer of the credit facilities and debt to other branch.
2. If the Debtor is in default of payment of the debt under Clause 1 due to
whatever reasons or the Debtor is subject to the court's order for
receivership, becomes bankrupted, dies, becomes incapacitated person,
disappears from the domicile or any other case causing the Bank not to
receive payment of the debt under Clause 1, either in whole or in part, and
whether it is due date according to the agreement or not, the Guarantor
consent to be liable as a joint debtor for paying the debt according to
such agreement immediately.
3. If the Bank extends period of payment of debt to the Debtor or changes the
condition of debt in any case, including change of interest rate according
to the Bank's procedure with or without notifying the Guarantor, it shall
be deemed that the Guarantor consent to it on every occasion and shall not
cite such extension or change or debt structuring as a grounds for
releasing the Guarantor's liability.
4. In case the Debtor is in default of payment of the debt or is unable to
make such payment, the Guarantor shall waive the right to demand the Bank
to enforce payment from the Debtor's property before demanding payment from
the Guarantor, and shall not cite the Debtor's defence that the Guarantor
is not liable because prescription of such debt has expired for enforcing
payment from the Debtor or heir or executor of estate or the subrogee of
rights or duties of the Debtor and waives the right to make a defence on
the time of beginning or the end of the Debtor and that of the Guarantor.
This shall not deprive the Bank's right to demand or enter an action
against the Debtor or the estate or the subrogee of rights or duties to
make payment of the debt first as the Bank deemed appropriate. In this
case, if the Bank has not received payment in full, the Guarantor consents
that such action of the Bank shall be deemed for the benefit of the
Guarantor, therefore the Guarantor agrees to immediately pay the
outstanding debt and shall reimburse all fees and expenses paid by the Bank
in this regard whether having notified the Guarantor or not and though not
demanding or taking legal action against the Guarantor jointly with the
Debtor or the estate or the subrogee or rights and duties of the Debtor.
5. This guarantee shall completely bind the Guarantor though it may be cited
that the Debtor is an incapacitated person or bankrupted or subject to the
court's order for receivership or entering into the agreement and creating
the debt due to misunderstanding whether the Guarantor is aware of such
cause of becoming incapacitated person or misunderstanding. The Guarantor
shall not be released from liability for the full amount due to the fact
that the Bank has released other guarantor or liable person, or the Bank
may take any action causing the Guarantor not to be able to subrogate, in
whole in part, the right of mortgage, pledge, preferential right or any
right already given or may be given to the Bank prior to or at the time of
making this Letter of Guarantee.
6. The Guarantor agree that this Letter of Guarantee shall be valid
continuously whereby the Guarantor shall be released from liability after
the Debtor has paid the debt or the Guarantor have paid the debt on behalf
of the Debtor to the Bank accordingly. Thereby, the Bank shall permit the
release from guarantee in writing only. Restructuring of the debt or change
of the subject of obligations shall not release the Guarantor from
liability under this Letter of Guarantee.
7. Should there by any money of the Guarantor and/or money that the Guarantor
is a joint owner with other person(s) deposited with the Bank in all types
of account and/or money of the Guarantor and/or money that the Guarantor is
a joint owner with other person(s) having in hand, in possession, in
keeping or in the power of the Bank's executor, the Guarantor consent the
Bank to deduct the whole amount of such money to pay the debt and/or the
Guarantor's liability under this Letter of Guarantee at any time deemed
appropriate by the Bank, whether such debt or liability becomes due or not.
In view of this, it is not necessary for the Bank to notify the Guarantor
in advance.
8. If the Guarantor is in breach of any clause of this agreement, the
Guarantor agrees to compensate for all damages occurred to the bank due to
the Guarantor's breach of agreement including all expenses incurred for
requesting, demanding, taking legal action, execution of the judgment,
investigation of property, and enforcement for paying the debt in full.
The Guarantor have understood this Letter of Guarantee entirely and hereunder
sign their names (and affix seal if any) in the presence of witnesses.
Signed.........................Guarantor Signed......................Guarantor
(Mr. Xxxxxxxx Xxxxxxxxxxx) (Mr. Xxxxxx Xxxxxxxxxxxx)
Signed.........................Witness Signed........................Witness
(Ms. Xxxxx Xxxxxxxxxxx) (Mr. Xxxxx Xxxxxxxxxxxxxxx)
