(1) This Agreement is made between the Company and the Borrower whereby the Company lends to the Borrower the amount as described in the Schedule overleaf and conditional upon the terms set out below and overleaf:
(i) for the Loan Period specified overleaf commencing on the date of which the Agreement is dated by the Company.
(2) No assignment of this Agreement by the Borrower is permitted.
The Borrower shall make payment of all Monthly Instalments shown overleaf by the indicated due date and will pay all other sums payable under this Agreement, without deduction, counterclaim or set-off to the Company at the address stated below. Prompt payment is of the essence of this Agreement and the Borrower will bear the risk of any payments made by post.
3. Early Settlement
In the case that the Borrower wishes to settle this Agreement before the end of the Loan Period specified in the Schedule overleaf, the Company shall rebate all interest charges that would have become due after the date of settlement, less a maximum penalty of six months forward interest charges.
(1) The Borrower shall be in default of and be deemed to have repudiated this Agreement if:
(i) it breaks any of the terms of this Agreement;
(ii) any statement in the proposal proves false or misleading;
(iii) it defaults in any one Monthly Instalment;
(iv) the Viscount or other officer of the court attaches, seizes or impounds any of the Borrower’s goods pursuant to a court order;
(v) it presents or suffers a bankruptcy petition to be presented against the Borrower;
(vi) it enters into or takes steps to enter into a composition with creditors or calls a meeting of creditors;
(vii) it becomes insolvent or suffers sequestration or a receiver, jurat or trustee to be appointed over any of its estate or effects or an attachment or auction of its goods or suffers any exercise or threatened exercise of a landlord’s hypothec.
(2) On the happening of any event referred to in clause 4.(1), the Company may, after sending a default notice:
(i) end this Agreement;
(a) demand all arrears of Monthly Instalments and other sums payable under this Agreement;
(b) as compensation and/or liquidated damages for breach of this Agreement, a sum equal to the aggregate of all Monthly Instalments (plus default interest of eight per cent per annum) which would, but for termination of this Agreement, have become due and payable under this Agreement from the date of termination to the end of the Loan Period.
(3) In the event that the Borrower dies while the Agreement still has a balance outstanding, the Company may:
(a) end this Agreement;
(b) demand all arrears of Monthly Instalments and other sums payable under this Agreement.
5. Consolidation and Set-Off
(1) If at any time during the continuation of this Agreement any other agreement(s), whether for hire, rental, loan or conditional purchase or otherwise is in being as between the Company and the Borrower and the other agreement(s) is terminated by the Company due to a breach of any of the Borrower’s obligations under that agreement or a failure punctually to pay any sum due under that agreement then:
(i) The Company shall be entitled immediately to terminate this Agreement by written notice, and any sums due by the Borrower to the Company shall then be;
(ii) the aggregate of the sums (plus default interest of eight per cent per annum) owing under the other agreement(s) and this Agreement and the Company shall then be entitled to set-off any sum which might then be due to the Borrower against any sum owed by the Borrower to the Company.
(2) Any termination of this Agreement due to a breach of any of the Borrower’s obligations hereunder or a failure punctually to pay any sum due shall likewise entitle the Company:
(i) to terminate any other agreement(s) then in being as between the Company and the Borrower, and;
(ii) any sums due by the Borrower to the Company shall then be the aggregate of the sums owing under this and the other agreement(s) and the Company shall then be entitled to set-off any sum which might then be due to the Borrower against any sum owed by the Borrower to the Company.
(3) In addition to but separate from the provisions at clause 5.(1) and 5.(2.) of this Agreement the Company shall at any time while payments remain owing to the Company under this Agreement be entitled by the giving of written notice to the Borrower to consolidate this Agreement and any other agreement(s) then in being as between the Company and the Borrower with the effect that:
(i) All such agreements remain in being, but;
(ii) No title in any goods or equipment the subject of such agreements shall pass to the Borrower until all monies owing to the Company under all agreements made as between the Borrower and the Company shall have been received by the Company.
(4) The provisions of this clause 5 shall not affect the Company’s rights as owners of any goods.