Sample Letters

Promissory Note, Fixed Term, Variable Rate of Interest, Interest Only Until Maturity, Acceleration of Payment In The Event Of Default in Payment

PROMISSORY NOTE

[AMOUNT OF LOAN, ex. $20,000.00]             Due: [MATURITY DATE OF LOAN, ex. July 31, 2002]

FOR VALUE RECEIVED, the undersigned, [BORROWER NAME] (the “Borrower”), hereby acknowledges itself indebted to [LENDER NAME] (the “Lender”) and promises to pay to or to the order of the Lender at [ADDRESS OF LENDER] or as otherwise directed in writing by the Lender, the principal sum of [AMOUNT OF LOAN, ex. $20,000.00] in lawful money of [CURRENCY, ex. Canada or United States of America] with interest thereon at a variable rate per annum equal to the rate of interest commonly known as the prime rate of interest announced from time to time by [NAME OF LENDER’S BANK] as a reference rate then in effect for determining interest rates on commercial loans plus [AMOUNT OVER PRIME RATE, ex. 2.0%], calculated and payable monthly, not in advance, on the 1st day of each and every month, and both before and after demand, maturity, default and judgment until paid.

The principal sum and interest thereon shall be due and payable as follows:

1.         Interest shall be paid monthly on the last business day of each month; and

2.         The entire principal sum and all interest accrued thereon shall be paid on [MATURITY DATE OF LOAN, ex. July 31, 2002].

In the event of default in payment of any amount of principal or interest under this promissory note, the entire remaining principal sum and all interest accrued shall, at the option of the Lender, become immediately due and payable without notice or demand.

The Lender may assign all of its right, title and interest in, to and under this promissory note. All payments required to be made hereunder shall be made by the Borrower without any right of set-off or counterclaim.

DATED: [DATE OF DOCUMENT, ex. July 1, 1998]

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

Witness                                                                        Seller Name

Download Promissory Note, Fixed Term, Variable Rate of Interest, Interest Only Until Maturity, Acceleration of Payment In The Event Of Default in Payment In Word Format

Forfeiture of Deposit on Purchased Vehicle

[DATE, ex. Wednesday, June 11, 1998]

[NAME, COMPANY AND ADDRESS, ex.

John Smith

XYZ Inc.

1234 First Street

Suite 567

Anycity, Anystate  85245]

Dear [NAME, ex. John Smith],

On [DATE], you purchased from us a [DESCRIPTION OF VEHICLE PURCHASED, ex. green 1998 Chevrolet Camero].

At that time, you signed a written contract and gave us a deposit of [AMOUNT OF DEPOSIT, ex. $200.00]. We prepared the vehicle for you immediately and tried to contact you on numerous occasions to take delivery of the vehicle, however you have failed to respond to us.

You are hereby notified that we consider this matter closed and your deposit forfeited.

Sincerely,

[YOUR NAME, ex. Jill Jones]

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Consent of Landlord to Sublease Of Lease by Tenant

[DATE, ex. Wednesday, June 11, 1998]

[NAME, COMPANY AND ADDRESS OF TENANT, ex.

John Smith

XYZ Inc.

1234 First Street

Suite 567

Anycity, Anystate  85245]

Dear [NAME, ex. John Smith],

Re:  [ADDRESS OF PREMISES]

I hereby consent to the sublease to [NAME OF PROPOSED NEW TENANT] of the lease of the above premises dated [DATE OF ORIGINAL LEASE], effective [EFFECTIVE DATE ON WHICH SUBLEASE WILL TAKE PLACE] for the residue of the term created by the lease.

This consent is given on the understanding that (i) all other terms and conditions of the lease will remain in full force and effect, including the prohibition against further assignments and subleases without the landlord’s express written consent; and (ii) you will remain bound to the undersigned on the terms and conditions of the Lease, notwithstanding such sublease.

Sincerely,

[YOUR NAME, ex. Jill Jones]

Download Consent of Landlord to Sublease Of Lease by Tenant In Word Format

Non-Competition and Non-Solicitation Agreement

[DATE, ex. Wednesday, June 11, 1998]

[NAME, COMPANY AND ADDRESS OF EMPLOYEE, ex.

John Smith

XYZ Inc.

1234 First Street

Suite 567

Anycity, Anystate  85245]

Dear [NAME OF EMPLOYEE, ex. John Smith],

Re: Employment Agreement

We are pleased that you have accepted employment with [NAME OF EMPLOYER] (the “Employer”) commencing [START DATE OF EMPLOYMENT, ex. July 1, 1998]. As you know, you will be employed as [TITLE DESCRIPTION OF EMPLOYMENT]. This letter will set out the terms and conditions of the protection we require regarding non-competition and non-solicitation, which are required of you as a condition of being employed at this firm.

1.         Non-Competition: You agree that you will not, without the prior written consent of the Employer, at any time during your employment with the Employer and for a period of  [PERIOD OF DURATION OF NON-COMPETITION (IE. 2 YEARS) - NB. SHOULD NOT EXCEED 5 YEARS!] following the termination of your employment however caused (whether your employment is terminated by you or the Employer and whether with or without cause or in breach of this Agreement) either individually or in partnership or jointly or in conjunction with any person as principal, agent, employee, shareholder (other than a holding of shares listed on a United States or Canadian stock exchange that does not exceed 5 percent of the outstanding shares so listed) or in any other manner whatsoever carry on be engaged in or be concerned with or interested in or advise, lend money to, guarantee the debts or obligations of or permit your name or any part thereof to be used or employed by any person engaged in or concerned with description of aspect of business in which employee is engaged (ie, the distribution and sale of computer accounting software)] within [GEOGRAPHIC AREA WITHIN WHICH EMPLOYEE IS NOT TO COMPLETE, ex. the City of New York and an area within a radius of 5 miles from the boundaries of the City of New York].

You agree that the restrictions set out above are reasonable and valid and all defences to the strict enforcement of this non-competition covenant by the Employer is waived by you.

2.         Non-Solicitation of Clients: You agree that you will not, without the prior written consent of the Employer, at any time during your employment with the Employer or for a period of 2 years from the termination of your employment however caused (whether your employment is terminated by you or the Employer and whether with or without cause or in breach of this Agreement), either individually or through any company controlled by you and either on your own behalf or on behalf of any person competing or endeavouring to compete with the Employer, directly or indirectly solicit, endeavour to solicit or gain the custom of, canvass or interfere with any person who is a client of the Employer as at the date of termination of your employment or use your personal knowledge of or influence over any such client to or for your own benefit or that of any other person competing with the Employer.

3.         Non-Solicitation of Employees: You agree that you will not, without the prior written consent of the Employer, at any time during your employment with the Employer or for a period of 2 years from the date of termination of your employment however caused (whether your employment is terminated by you or the Employer and whether with or without cause or in breach of this Agreement), either individually or through any company controlled by you and either on your behalf or on behalf of any other person competing or endeavouring to compete with the Employer, directly or indirectly solicit for employment, or endeavour to employ or to retain as an independent contractor or agent, any person who is an employee of the Employer as of the date of termination of your employment or was an employee of the Employer at any time during 2 years prior to the termination of your employment.

You further agree that, should you be approached by a person who is or has been an employee of the Employer during the period described above, you will not offer to nor employ or retain as an independent contractor or agent any such person for a period of 2 years following the termination of your employment.

4.         Agreement to Modification of Restrictive Covenants: While the restrictions in sections 1, 2 and 3 are considered by you and the Employer to be reasonable in all of the circumstances as of the date of this Agreement, it is hereby agreed that if any one or more of such restrictions shall be judged to be void as going beyond what is reasonable in all of the circumstances for the protection of the interests of the Employer, but would be valid if part of the wording thereof were deleted or the period thereof reduced or the range of activities covered thereby reduced in scope, the said reduction shall be deemed to apply with such modifications as may be necessary to make them valid and effective and any such modification shall not thereby affect the validity of any other restriction contained in this Agreement.

5.         Independent Legal Advice: You agree that you have been advised by the Employer that you should obtain independent legal advice in connection with the terms of this agreement. You confirm that you have either obtained such advice or chosen not to do so and that you fully understand the terms and conditions set out herein and agree to be bound by them.

6.         Copy of Agreement: You acknowledge receipt of a copy of this agreement signed by the Employer.

If you agree with the above, please sign both copies of this letter in the presence of a witness and return one copy to the Employer.

Sincerely,

[NAME OF EMPLOYER, ex. ABC Corporation]

Per: __________________________________

I have read, understand and hereby voluntarily accept the terms of employment outlined above.

Date: __________________________________

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

Witness                                                                        [NAME OF EMPLOYEE]

Download Non-Competition and Non-Solicitation Agreement In Word Format

Indemnity Agreement to Be Given To Landlord by Someone Who Is Indemnifying the Landlord against Non-Payment by Tenant

INDEMNITY AGREEMENT

THIS AGREEMENT made as of [DATE OF AGREEMENT], between [NAME OF LANDLORD], of [ADDRESS OF LANDLORD (the “Landlord”) and [NAME OF INDEMNIFIER], of [ADDRESS OF INDEMNIFIER] (“Indemnifier”).

WHEREAS the Landlord is entering into a lease of certain premises described as [DESCRIBE LEASED PREMISES, ex. 9876 First Street, Suite 543, Anycity, Anystate  85255]] with [Name of Tenant (the “Lease”);

AND WHEREAS the Landlord has agreed to enter into the Lease on the condition that the Landlord receive an indemnity from the Indemnifier, upon the terms and conditions set out in this Agreement;

AND WHEREAS in order to induce the Landlord to enter into the Lease, the Indemnifier has agreed to provide an indemnity;

NOW THEREFORE  THIS AGREEMENT WITNESSES that in consideration of the premises, the covenants and agreements herein contained and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

1.         The Indemnifier hereby agrees with the Landlord:

(a)        to make the due and punctual payment of all rent, additional rent and other monies and charges of any kind whatsoever payable under the Lease during the term thereof and any extension or renewal of the term;

(b)        to effect prompt and complete performance of all obligations contained in the Lease on the part of the Tenant to be kept, observed and performed; and

(c)        to indemnify and save the Landlord harmless from any loss, costs or damages arising out of any failure by the Tenant to pay the aforesaid rent, additional rent and monies and charges or resulting from any failure by the Tenant to observe or perform any of the obligations contained in the Lease.

2.         This Indemnity is absolute and unconditional and the obligations of the Indemnifier shall not be released, discharged, mitigated, impaired or affected by:

(a)        any extensions of time, indulgences or modifications which the Landlord extends to or makes with the Tenant in respect of the performance of any of the obligations of the Tenant under the Lease;

(b)        any waiver by or failure of the Landlord to enforce any of the terms, covenants and conditions contained in the Lease;

(c)        any assignment of the Lease by the Tenant or any consent which the Landlord gives  to any such assignment;

(d)        any amendment to the Lease or any waiver by the Tenant of any of its rights under the Lease

(e)        the expiration of the term or the termination of the Lease for any reason whatsoever

(f)         any loss of or in respect of any security received by the Landlord from the Tenant or from any other person, firm or corporation, whether or not occasioned or contributed to by or through the act, omission, default or neglect of the Landlord; or

(g)        any act or omission of the Landlord or any other person whereby the Indemnifier would or might otherwise be released or have its obligations hereunder discharged, mitigated, impaired or affected in any way whatsoever, it being agreed that nothing but payment and satisfaction in full of all monies and charges payable under the Lease and the due performance and observance of all terms, covenants and conditions on the part of the Tenant to be paid and performed shall release the Indemnifier of its obligations hereunder.

3.         The Indemnifier hereby expressly waives notice of the acceptance of this Indemnity and all notice of non-performance, non-payment or non-observance on the part of the Tenant of the terms, covenants and conditions contained in the Lease.

4.         In the event of a default under the Lease, the Indemnifier waives any right to require the Landlord to

(a)        proceed against the Tenant or any other indemnifier or pursue any rights or remedies against the Tenant or any other indemnifier with respect to the Lease;

(b)        proceed against or exhaust any security held by the Landlord from the Tenant or any other person; or

(c)        pursue any other remedy whatsoever in the Landlord’s power.

The Landlord has the right to enforce this Indemnity regardless of the acceptance of additional security from the Tenant and regardless of any release or discharge of the Tenant by the Landlord or by others or by operation of any law.

5.         Without limiting the generality of the foregoing, the liability of the Indemnifier under this Indemnity shall continue in full force and effect and shall not be or be deemed to have been waived, released, discharged, impaired or affected by reason of the release or discharge of the Tenant in any receivership, bankruptcy, winding-up or other creditors’ proceedings or the rejection, disaffirmance or disclaimer of the Lease in any proceeding and shall continue with respect to the periods prior thereto and thereafter, for and with respect to the terms as if the Lease had not been disaffirmed or disclaimed. The liability of the Indemnifier shall not be affected by any repossession of the Premises by the Landlord.

6.         No action or proceeding brought or instituted under this Indemnity and no recovery in pursuance thereof shall be a bar or defence to any further action or proceeding which may be brought under this Indemnity by reason of any further default hereunder or in the performance and observance of the terms, covenants and conditions contained in the Lease.

7.         No modification of this Indemnity shall be effective unless the same is in writing and is executed by both the Indemnifier and the Landlord.

8.         The Indemnifier shall, without limiting the generality of the foregoing, be bound by this Indemnity in the same manner as though the Indemnifier were the Tenant named in the Lease. Notwithstanding the foregoing, or any performance in whole or in part by the Indemnifier of its obligations hereunder or of the Tenant under the Lease, the Indemnifier shall not have any entitlement to any of the benefits to which the Tenant is entitled under the Lease.

9.         If two or more individuals, corporations, partnerships or other business associations (or any combination of two or more thereof) execute this Indemnity as Indemnifier, the liability of each such individual, corporation, partnership or other business associations hereunder is joint and several. In like manner, if the Indemnifier named in this Indemnity is a partnership or other business association, the members of which are by virtue of statutory or general law subject to personal liability, the liability of each such member is joint and several.

10.        All of the terms, covenants and conditions of this Indemnity extend to and are binding upon the Indemnifier, his or its heirs, executors, administrators, successors and assigns, as the case may be, and enure to the benefit of and may be enforced by the Landlord its successors and assigns.

11.        The obligations of the Indemnifier hereunder shall be assignable by the Landlord and an assignment of the Lease shall constitute an assignment of the obligations of the Indemnifier unless the said obligations of the Indemnifier are specifically excepted from such assignment of the Lease.

12.        In the event of the termination of the Lease for any reason whatsoever including, without limitation, any termination resulting from the bankruptcy, insolvency, winding-up or similar situation of the Tenant, then at the option of the Landlord the Indemnifier shall enter into a written agreement with the Landlord for a term commencing at the date of such termination and expiring on the date on which the Lease would have expired if it had run its full term without default by the Tenant and without such termination. Such agreement shall contain the same terms and conditions as are contained in the Lease which would apply to and be in force for that portion of the term of Lease which by the original terms of the Lease would have remained unexpired at the date of such termination.

DATED: [DATE OF DOCUMENT, ex. July 1, 1998]

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

[NAME OF LANDLORD]                                     [NAME OF INDEMNIFIER]

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