INDEMNIFICATION AND GUARANTEE AGREEMENT
Exihibit 10.23
INDEMNIFICATION AND GUARANTEE AGREEMENT
This Indemnification Agreement (the “Agreement”) is made as of the 12th day of February, 2010 by and between Mr. Xxxx Xxxx (“Xx. Xxxx”) and Beijing Dehaier Technology Company Limited (“BTL”).
WHEREAS, on May 5, 2009, Beijing Dehaier Medical Technology Company Limited (“BDL”) entered into a loan agreement (the “Loan”) with the Industrial and Commercial Bank of China Limited (Hai Xxxx Xxxxxx) (“ICBC”).
WHEREAS, on May 5, 2009, Xx. Xxxx and ICBC entered into a Guarantee Contract (the “Guarantee”), whereby Xx. Xxxx agreed to personally guarantee the obligations of BDL under the Loan, should BDL ever fail to repay the Loan on time.
WHEREAS, since the time of the Loan and Guarantee, Xx. Xxxx and BTL have agreed that should BDL ever default upon its obligations under the Loan, requiring Xx. Xxxx to perform under the Guarantee, BTL will indemnify Xx. Xxxx against any loss under the Guarantee and that BTL will guarantee Xx. Xxxx’x performance thereunder.
WHEREAS, Xx. Xxxx and BTL have agreed to ratify the terms of their verbal agreement and reduce those terms to a writing.
NOW THEREFORE, intending to bound hereby, the Parties agree as follows:
1. BTL shall reimburse Xx. Xxxx and shall indemnify and hold Xx. Xxxx harmless from and against any loss, cost, expense, liability or damage Xx. Xxxx incurs in connection with his payment of amounts which come due and are paid by Xx. Xxxx under the Guarantee.
2. BTL shall guarantee Xx. Xxxx’x performance under the Loan as the Guarantor thereunder.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.
MR. XXXX XXXX | ||
/s/ Xxxx Xxxx | ||
BEIJING DEHAIER TECHNOLOGY COMPANY LIMITED | ||
By: | /s/ Xxxx Xxxx | |
Name: | Xxxx Xxxx | |
Its: | Authorized Person |