EXHIBIT 10.9
GUARANTEE AGREEMENT
The Guarantors hereby guarantee to the Xxxxx Xxx Bank Co., Ltd. (also known as
Xxxxx Xxx Commercial Bank, including the head office and all other subsidiary
branches, hereinafter referred to as " Bank") the debt responsibilities of Kid
castle Internet Technology Corporation (hereinafter referred to as " Borrower").
The debt responsibilities include the principal of SIXTY MILLION New Taiwan
Dollars, the interests, and overdue interests, penalties for breach of contract,
damage compensations and all other charges. The guarantors shall agree to take
on the responsibilities on behalf of the Borrower and abide by the following
terms and conditions:
General terms and conditions:
1. The debt responsibilities covered by this agreement refer to the Borrower's
current (including incurred and not paid yet) and future debts with the
Bank, including loans, bills, advance payments, guarantees, damage
compensations and all other related debts.
2. Upon the failure of the Borrower to deliver the responsibilities (including
the loans made to full due), the Bank may, without noticing the Borrower in
advance or exercising the collaterals, claim the reimbursement from the
Guarantors
3. The interest rate of interests and overdue interests is based upon each
debt certificate and other agreements the Borrower has made. Upon interest
arrears or the inability to fulfill the liabilities due, 10 % will be added
to the interest rate for the first six months from the overdue date. For
loan overdue for more than six months, 20 % will be added to the interest
rate for the more-than-six-month part.
4. Upon the failure of the Borrower to deliver the responsibilities, the
Guarantors agree that the Bank may exercise the offsetting right against
Guarantors' deposits with the Bank and credits to the Bank, regardless of
due or not. The offsetting right is effective upon the debit and credit to
the account. Meanwhile, the deposit certificate, deposit book, and other
evidences the Bank has issued to the Guarantors shall become invalid within
the range of offsetting. If the offsetting amount is less than the
guaranteed amount, the Guarantors shall still take on the debt
responsibilities.
5. Upon the involvement of this agreement in a lawsuit, it is mutually agreed
to use the local courts of (intentionally blank) as the court of first
instance, unless otherwise stated.
Guarantor: Wang, Kuo-An
Address: Xxxx 0, 0xx Xxxxx, Xx. 00, Xxxxxx Xxxx, Xxxxxx Xxxx
Guarantor: Xxxx, Xx-En
Address: 0xx Xxxxx, Xx.0, Xxxx 00, Xxxxxx Xxxx Xxxxxx, Xxxxxx Xxxx
Guarantor: (none)
Address: (none)
Guarantor: (none)
Address: (none)
Guarantor: (none)
Address: (none)
Special terms and conditions:
1. The Guarantors may terminate the guarantee agreement at any time by written
notice. However, the agreement shall cease to be effective from the next
business date of the Bank's receipt of the notice. The Guarantors shall not
guarantee the transactions between the Borrower and the Bank after the
above-mentioned date but shall guarantee all the debts held by the Borrower
to the Bank before the above-mentioned date within the agreed limit.
The Guarantors have full knowledge of and agree to the contents of the above
special terms and conditions.
Certification
This is to certify that the Guarantors have reviewed all the above terms and
conditions during a reasonable period of time.
To
Xxxxx Xxx Bank
Guarantor: Wang, Kuo-An (sealed)
Guarantor: Xxxx, Xx-En (sealed)
Guarantor: (none)
Guarantor: (none)
Guarantor: (none)
Date : October, 24, 2000
Xxxxx Xxx Bank, ChiChEn Branch
Loan Approval Notice
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Client Kid Castle Internet Technology Corporation
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Amount THIRTY MILLION NTD only
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Account Medium-term loan, w/o collaterals
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Period Aug 15 2002-Feb 15 2003
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Interest rate Primary interest rate + 1.5%(8.945%at present)
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Conditions 125% of notes receivables required
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Additionalconditions Due to the large amount
of inventory, insurance is required,
improvement is needed, and attention
to the flow of the inventory is
wanted.
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Xxxxx Xxx Bank, ChiChEn Branch
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Date: September 24, 2002