PROMISSORY NOTE
THIS PROMISSORY NOTE (hereinafter referred to as "the Note") is made this ________ day of ________.
BETWEEN
________, of the following address:
________
(hereinafter referred to as the "Lender" and which expression shall where the context so admits include its successors-in-title, personal representatives and assigns) of the one part;
AND
________, of the following address:
________
(hereinafter referred to as the "Borrower" and which expression shall where the context so admits include its successors-in-title, personal representatives and assigns) of the other part.
The Lender and the Borrower are hereinafter individually referred to as a "Party" and collectively as the "Parties".
RECITALS:
A. The Lender has, at the request of the Borrower, agreed to advance to the Borrower the principal sum hereinafter stated upon the terms and conditions set out in this Note.
B. The Borrower acknowledges receipt of the said principal sum and unconditionally promises to repay the same together with any agreed interest in the manner provided herein, with the final installment to be paid on or before ________.
In consideration of the mutual covenants and promises contained in this Note, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:
1. PRINCIPAL SUM AND PROMISE TO PAY
1.1 The Borrower, FOR VALUE RECEIVED, hereby unconditionally and irrevocably promises to pay to the Lender the principal sum of \u20a6________ (________) (the "Principal Sum").
1.2 The Principal Sum shall bear interest at the rate of ________% (________ per centum) per annum calculated on the outstanding balance from the date hereof until the Principal Sum is fully repaid.
2. SCHEDULE OF PAYMENT
2.1 The Borrower shall repay the Principal Sum together with accrued interest by fixed equal installments payable every week for a period of ________ (________) weeks.
2.2 Each weekly installment shall be in the sum of \u20a6________ (________), the first of which shall fall due on ________ and successive installments on each corresponding day thereafter.
2.3 All payments shall be made in Nigerian Naira and free of any set-off, counterclaim or deduction, by credit to the following account of the Lender or such other account as the Lender may from time to time notify in writing:
Account Name: ________
Bank: ________
Account Number: ________
3. PREPAYMENT
3.1 The Borrower reserves the right to repay the whole or any part of the outstanding balance of this Note at any earlier date without penalty.
3.2 Any partial prepayment shall be applied first towards accrued interest and thereafter towards the outstanding Principal Sum, and shall not relieve the Borrower of its obligation to continue paying subsequent installments until the entire indebtedness is discharged.
4. DEFAULT
4.1 Each of the following shall constitute an event of default under this Note:
(i) the Borrower fails to make any payment due under this Note as and when due;
(ii) the Borrower becomes insolvent, enters into any arrangement or composition with its creditors, or is the subject of any bankruptcy, insolvency or winding-up proceedings, thereby rendering the due performance of this Note doubtful;
(iii) the Borrower fails to duly perform any of its obligations under this Note or any other agreement entered into between the Parties;
(iv) the Borrower breaches any other term or condition of this Note;
(v) the Borrower breaches any law, regulation, judgment or administrative decision in circumstances where the Lender reasonably believes that such breach will affect the Borrower's ability to meet its obligations under this Note; or
(vi) any representation or warranty made by the Borrower in connection with this Note proves to have been untrue or misleading in any material respect when made.
4.2 Upon the occurrence of any event of default, the Lender may, by written notice to the Borrower, declare the entire outstanding Principal Sum together with all accrued interest and any other sums payable hereunder immediately due and payable, whereupon the same shall become immediately due and payable without further demand.
4.3 Any sum not paid on its due date shall bear default interest at the rate of ________% (________ per centum) per annum from the due date until the date of actual payment, both before and after judgment.
5. COSTS AND RECOVERY
5.1 The Borrower shall indemnify the Lender against all reasonable costs, charges and expenses (including legal fees on a full indemnity basis) properly incurred by the Lender in connection with the enforcement of this Note or the recovery of any sum due hereunder.
6. GENERAL PROVISIONS
6.1 Governing Law: This Note shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria.
6.2 Entire Agreement: This Note constitutes the entire agreement between the Parties with respect to the subject matter hereof and supersedes all prior negotiations, representations, understandings and agreements, whether oral or written, relating thereto.
6.3 Amendment: No amendment, modification or variation of this Note shall be valid or binding unless made in writing and duly executed by both Parties.
6.4 Waiver: No failure or delay by either Party in exercising any right, power or remedy under this Note shall operate as a waiver thereof, nor shall any single or partial exercise of any such right preclude any further exercise of it or the exercise of any other right.
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6.6 Dispute Resolution: Any dispute, controversy or claim arising out of or in connection with this Note shall first be settled amicably by mutual negotiation between the Parties, and failing such settlement within thirty (30) days, shall be referred to and finally resolved by arbitration in accordance with the Arbitration and Mediation Act, 2023. The seat of the arbitration shall be ________ and the language of the arbitration shall be English.
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6.8 Counterparts: This Note may be executed in any number of counterparts, each of which when executed and delivered shall constitute an original, and all of which together shall constitute one and the same instrument.
6.9 Assignment: The Lender may assign or transfer the benefit of this Note to any third party. The Borrower shall not assign or transfer any of its rights or obligations under this Note without the prior written consent of the Lender.
6.10 Binding Effect: This Note shall inure to the benefit of and be binding upon the respective successors-in-title, personal representatives and permitted assigns of the Lender and the Borrower.
IN WITNESS WHEREOF, the Parties have executed this Note the day and year first above written.
SIGNED by the within-named Lender:
_____________________
________
In the presence of:
Name: ________
Address: ________
Occupation: ________
Signature: ________
SIGNED by the within-named Borrower:
_____________________
________
In the presence of:
Name: ________
Address: ________
Occupation: ________
Signature: ________