NOW IT IS HEREBY AGREED as follows:
1. The Lender agrees to lend and the Borrower agrees to borrow, a loan in the amount of ……. (….. only) (hereinafter referred to as the “Loan”), receipt of which is hereby acknowledged by the Borrower.
2. The Borrower shall pay interest on the outstanding amount of Loan at a rate of …% (one point two five percent) per annum to the Lender. Interest shall be computed for the actual number of days elapsed on the basis of a year consisting of 365 days.
3. The Borrower shall make a repayment of the Loan, together with the accrued interest incurred thereon according to Clause 2 above to the Lender upon demand by the Lender.
4. The repayment of all principal, interest and any other charges borne by the Borrower shall be paid to the Lender’s designated bank account.
5. All stamp duties, costs and expenses in relation to this Agreement shall be on the account of the Lender.
6. The Lender shall have the right and is hereby authorized to the fullest extent permitted by law, at any time and from time to time, without notice to the Borrower, any such notice being expressly waived, to set-off, appropriate and apply any and all sums at any time owed by the Lender, against the obligations and liabilities of the Borrower to the Lender under this Agreement.
7. If the Borrower fails for any reason to perform his obligations under this Agreement, he shall be deemed to be in default under this Agreement and shall be fully liable for any and all damages directly or indirectly suffered or incurred by the Lender as a result of such default including but not limited to legal fees and all other expenses incurred by the Lender in enforcing this Agreement.
8. If any provision of this Agreement shall be deemed illegal, void, invalid or unenforceable, such illegality, void, invalidity or unenforceability shall not affect the validity and enforceability of any other legal and enforceable provisions hereof, which shall construed as if such illegal or unenforceable provision had not been inserted herein.
9. This Agreement may be executed in any number of counterparts and by the Parties on separate counterparts, each of which shall be an original but all of which together shall constitute one and the same instrument.
10. The variation of any of the terms of this Agreement shall not be valid unless it is made in writing and signed by the Parties.
11. A person who is not a party to this Agreement shall have no right to enforce any of its terms.
12. The Borrower shall not assign or otherwise transfer any of its rights or obligations under this Agreement without the written consent of the Lender. The Parties agree that the Lender may at any time assign or otherwise transfer any of its rights or obligations under this Agreement without the consent of the Borrower.
13. No waiver by the Lender shall be effective unless it is in writing. The rights of the Lender under this Agreement are cumulative, may be exercised as often as it considers appropriate and are in addition to its respective rights under the general law. The rights of the Lender in relation to the Loan shall not be capable of being waived or varied otherwise than by an express waiver or variation in writing; and in particular any failure to exercise or any delay in exercising any of such rights shall not operate as a waiver or variation of that or any other such right; any defective or partial exercise of any of such rights shall not preclude any other or further exercise of that or any other such right; and no act or course of conduct or negotiation on its part or on its behalf shall in any way preclude it from exercising any such right or constitute a suspension or any variation of any such right.
14. This Agreement shall be governed by and construed in accordance with the laws of Thailand.