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EXHIBIT 10.14
DEED OF GUARANTEE AND INDEMNITY
BETWEEN
PASCALL ELECTRONICS LIMITED
AND
LLOYDS TSB COMMERCIAL FINANCE LIMITED
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THIS DEED OF GUARANTEE AND INDEMNITY
is made on the date specified in the
Schedule to this Deed
BETWEEN:
(1) "LTSBCF"
Lloyds TSB Commercial
Finance Limited, Boston House, The
Little Green, Richmond,
Surrey TW9 1QE
AND
(2) "THE GUARANTOR"
The Corporation executing this Deed
W I T N E S S that in consideration of
LTSBCF at the request of the Guarantor
entering into or continuing with an
agreement with the Supplier named in the
Schedule to this Deed for the Purchase of
Debts ("the Agreement") and/or
approving any Debt thereunder THE GUARANTOR
jointly and severally with any other
person who enters into a Guarantee and
Indemnity with LTSBCF in respect of the
Supplier's obligations hereby:
1.
AGREES to pay LTSBCF on demand all sums now or at any future date
due
to LTSBCF from the Supplier.
2.
GUARANTEES the due performance of all other obligations of the
Supplier
to LTSBCF however arising.
3.
INDEMNIFIES LTSBCF against all actions claims demands
liabilities
losses costs interest and damages which LTSBCF may sustain or incur
as
a result of the insolvency of the Supplier or of any breach or
non
observance or non performance by the Supplier of any of its
obligations
to LTSBCF.
4.
AGREES THAT:
(i) Variations
may from time to time be made to the Agreement
without the consent of or notice to the Guarantor even though
the Guarantor's liability to LTSBCF may be increased.
(ii)
The giving of time or the failure by LTSBCF to enforce any
remedies against the Supplier or any customer or any other
guarantor shall in no way affect the Guarantor's liability to
LTSBCF.
(iii) The
terms of guarantee and indemnity shall constitute a
continuing security notwithstanding the fulfilment from time
to time of any of the obligations of the Supplier to LTSBCF
and shall remain in force despite any disability on the
Guarantor's part until 12 months after payment is made by the
Supplier of all sums from time to time due to LTSBCF however
arising.
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(iv)
Any acknowledgment or admission by or any Judgment obtained by
LTSBCF against the Supplier shall be binding on the Guarantor.
(v) The
Guarantor's obligations shall continue even though LTSBCF
may at any time relinquish in whole or in part
