AdvancePaymentAgt (9 Oct 2013)

SAMPLE – ADVANCE PAYMENT AGREEMENT

 

AN AGREEMENT made the           day of            , 20…. 

 

BETWEEN

 

…… SDN. BHD. (Company No. ….), a private limited company incorporated under the laws of Malaysia and with its registered address at …. (hereinafter called “the Company”) of the one part;

 

AND

 

…….SDN BHD (COMPANY NO. ….) a private limited company incorporated under the laws of Malaysia and with its registered address at …., ……… (COMPANY NO.                            ), a public limited company incorporated under the laws of Malaysia and with its registered address at No………..                                          and …… (COMPANY NO.                             ), a public limited company incorporated under the laws of Malaysia and with its registered address at No……….                                                                            (hereinafter collectively called “the Shareholders”) of the other part.

 

1.      The Shareholders are holding one hundred per centum (100%) of the issued and paid up shares of the Company. 

2.      The Company has requested the Shareholders to ADVANCE the Company a loan of RINGGIT MALAYSIA ……. ONLY (RM………) (hereinafter  referred to as “the said Loan”). 

3.      The Shareholders agree to advance or grant the Company the said Loan, the details are as stated in the Schedule hereto on the following terms and conditions. 

 

NOW IT IS HEREBY AGREED as follows:-

1.                  In consideration of the said Loan of the sum of RINGGIT MALAYSIA …. ONLY (RM……….) (hereinafter  referred to as “the said Loan”) paid to the Company by the Shareholders  (the receipt of which the Company hereby acknowledges) the Company HEREBY AGREES COVENANTS AND UNDERTAKES to repay the Shareholders the said Loan and interest thereto on or before the ************* or  on demand by the Shareholders in writing as provided for in Clause 3 hereinbelow. 

2.                  The said Loan shall carry interest at the rate of …. per centum (…%) per annum accruing daily and payable quarterly in arrears (at the end of April, July, October and January in each year).

3.                  Notwithstanding any provisions to the contrary in this agreement, the Shareholders may by way of a SEVEN (7) days’ notice demand the repayment of the said Loan or any part thereof together with interest thereto.

4.                  In the event that the Company shall:- 

(a)                default in payment of the said Loan or any part thereof. 

(b)               fail to observe or perform any of the agreements covenants stipulation terms and conditions on the part of  the Company herein contained. 

(c)                a petition is presented or an order is made or an effective resolution is passed or a meeting is convened to consider the passing of a resolution for the winding up of the Company. 

(d)               the Company allows any legal suit or any judgment against the Company to remain unsatisfied or outstanding for a period of more than seven (7) days; then and in any of such cases the said Loan for the time being owing shall immediately become payable by the Company to the Shareholders and the Shareholders shall forthwith become entitled to recover the same without previous notice to or concurrence on the part of  the Company. 

5.                  The Company shall and hereby undertakes to pay bear all whatsoever costs charges registration and other fees stamp duty and other disbursements in any way connected with or arising out of this Agreement including all costs charges fees and other disbursements incurred by the Shareholders in enforcing their rights hereunder.

6.                  This Agreement shall be binding on the parties hereto and their respective successors and permitted assigns PROVIDED THAT neither of the parties hereto shall be entitled to assign this Agreement or any of its rights and obligations under this Agreement without the consent of the other.

7.                  This Agreement shall be governed by and construed in all respects in accordance with Malaysian law.  Time wherever mentioned in this Agreement is of the essence.

9.                  Any notice, request or demand requiring to be served by either party hereto to the other under the provisions of this Agreement shall be in writing and shall be deemed to be sufficiently served:

a)               if it is given by the party or that party’s solicitors by post in a registered letter addressed to the other party at that party’s address herein mentioned and it shall be deemed to have been received at the time when such registered letter would in the ordinary course be delivered; or

b)               if it is given by the party or that party’s Solicitors and dispatched by hand to the  other party or that other party’s Solicitors.

 

IN WITNESS WHEREOF   the parties hereto have hereunto set their hands the day and year first above written. 

 

Signed by the Company                                   ) 

in the presence of                                 )

 

 

 

Signed by the Shareholders                   )

in the presence of                                 )

 

                                          ………………………………………………….

 

 

 

 

                                                                                                                                    ………………………………………………….

 

                                                                                                                                    …….. SDN BHD (COMPANY NO. …..)                         

 

 

 

                                                                                          ……………………………………………….

 

                                                                                                                        ………………..………….BERHAD (COMPANY NO.      )            

 

 

 

 

 

                                                                                                                                    ………………………………………………..

 

                                                                                                            …………………..…………… BERHAD (COMPANY NO.         )

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